9% year-to-date loan growth pushes total loans past the $10 billion milestone
Dividends declared on common and preferred shares
EDMONTON, Sept. 1 /CNW/ - Canadian Western Bank (TSX: CWB) today announced very strong financial performance marking the Bank's 89th consecutive profitable quarter. Third quarter net income increased 62% to $46.6 million compared to the same quarter last year while diluted earnings per common share increased 55% to $0.59. Record earnings included recognition of a $7.5 million reduction to income tax expense and a related $1.2 million before tax interest receipt from certain prior period transactions that together increased quarterly net income by approximately $8.3 million ($0.11 per diluted common share). Net income before income taxes increased 34% compared to the same quarter last year on record total revenues, on a taxable equivalent basis (teb - see definition following Financial Highlights table), driven by a 65 basis point improvement in net interest margin (teb) and 11% growth in total loans. On a year-to-date basis, net earnings of $124.5 million, or $1.57 per diluted common share, increased 64% and 45%, respectively, reflecting the combined positive impact of a 68 basis point improvement in net interest margin (teb), a 20% increase in other income, 9% loan growth and a lower effective tax rate.
    
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    Third Quarter Highlights:
    (three months ended July 31, 2010 compared with three months ended
    July 31, 2009 unless otherwise noted)
    -------------------------------------------------------------------------
    -   Record net income of $46.6 million, up 62%; net income before income
        taxes of $53.2 million, up 34%.
    -   Diluted earnings per common share of $0.59, up 55%.
    -   Record quarterly total revenues (teb) of $111.0 million, up 30%.
    -   Net interest margin (teb) of 2.78%, up 65 basis points.
    -   Tier 1 capital ratio of 11.4% and total capital ratio of 14.4%,
        compared to 11.2% and 15.4% respectively a year earlier.
    -   Return on common shareholders' equity of 19.1%, up 570 basis points.
    -   Total loans surpassed the $10 billion milestone to reach
        $10.1 billion.
    -   Third consecutive quarter of record net income for Canadian Direct
        Insurance.
    
On September 1, 2010, CWB's Board of Directors declared a cash dividend of $0.11 per common share, payable on September 30, 2010 to shareholders of record on September 16, 2010. This quarterly dividend is unchanged from both the previous quarter and one year ago. The Board of Directors also declared a cash dividend of $0.453125 per Series 3 Preferred Share payable on October 31, 2010 to shareholders of record on October 21, 2010.
Record banking and trust segment net income of $43.0 million was a 69% increase compared to the same quarter last year and included the previously noted income tax recovery. Net income before income taxes in this segment was $48.4 million, up 37% over a year earlier. A significant improvement in net interest margin, including the favourable margin impact from the acquisition of National Leasing Group Inc., loan growth and a 7% increase in other income helped push banking and trust segment total revenues (teb) up 32% to $103.1 million. Quarterly net income from insurance operations was a record $3.6 million, up from $3.2 million compared to a year earlier reflecting continued business growth.
"Our exceptional financial performance through an uncertain operating environment confirms the ongoing success and resiliency of CWB's business model," said Larry Pollock, President and CEO. "We have already surpassed last year's record annual earnings by a considerable margin. While we are optimistic about the economic outlook for our markets, particularly over the long-term, lingering recessionary impacts are still apparent, most notably in Alberta. Our pipeline for new loans remains in line with expectations and we plan to continue our long history of double-digit loan growth. We are also seeing some further positive signs on the credit front, as evidenced by the decline in the dollar level of our gross impaired loans this quarter."
    
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    Financial Highlights
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                                 For the three months ended
    (unaudited)           -------------------------------------- Change from
    ($ thousands, except      July 31     April 30      July 31      July 31
     per share amounts)          2010         2010         2009         2009
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    Results of Operations
      Net interest income
       (teb - see below)  $    85,020  $    80,132  $    60,934           40%
      Less teb adjustment       2,782        2,662        2,189           27
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      Net interest income
       per financial
       statements              82,238       77,470       58,745           40
      Other income             26,025       30,840       24,604            6
      Total revenues (teb)    111,045      110,972       85,538           30
      Total revenues          108,263      108,310       83,349           30
      Net income               46,595       37,884       28,729           62
      Earnings per common
       share
        Basic(1)                 0.64         0.52         0.39           64
        Diluted(2)               0.59         0.47         0.38           55
        Diluted cash(3)          0.60         0.48         0.38           58
      Return on common
       shareholders'
       equity(4)                 19.1%        16.3%        13.4%    570 bp(5)
      Return on assets(6)        1.40         1.17         0.87           53
      Efficiency ratio(7)
       (teb)                     44.4         45.0         47.0         (260)
      Efficiency ratio           45.5         46.1         48.2         (270)
      Net interest margin
       (teb)(8)                  2.78         2.76         2.13           65
      Net interest margin        2.69         2.67         2.05           64
      Provision for credit
       losses as a
       percentage of
       average loans             0.23         0.23         0.15            8
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    Per Common Share
      Cash dividends      $      0.11  $      0.11  $      0.11            -%
      Book value                13.65        13.08        11.87           15
      Closing market value      25.97        23.99        18.19           43
      Common shares
       outstanding
       (thousands)             66,547       66,309       63,738            4
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    Balance Sheet and
     Off-Balance Sheet
     Summary
      Assets              $12,110,173  $12,004,281  $11,331,377            7%
      Loans                10,104,866    9,866,669    9,137,763           11
      Deposits             10,257,042   10,185,043    9,393,809            9
      Subordinated
       debentures             315,000      315,000      375,000          (16)
      Shareholders'
       equity               1,118,115    1,077,111      966,232           16
      Assets under
       administration       8,311,799    8,223,274    4,751,886           75
      Assets under
       management             757,899      779,721      835,613           (9)
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    Capital Adequacy(9)
      Tangible common
       equity to risk-
       weighted assets(10)        8.5%         8.4%         7.9%          60
      Tier 1 ratio               11.4         11.4         11.2           20
      Total ratio                14.4         14.5         15.4         (100)
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    ------------------------------------------------------------
                         For the nine months ended
    (unaudited)          -------------------------- Change from
    ($ thousands, except      July 31      July 31      July 31
     per share amounts)          2010         2009         2009
    ------------------------------------------------------------
    Results of Operations
      Net interest income
       (teb - see below)  $   239,458  $   168,342           42%
      Less teb adjustment       8,007        5,450           47
    ------------------------------------------------------------
      Net interest income
       per financial
       statements             231,451      162,892           42
      Other income             83,231       69,525           20
      Total revenues (teb)    322,689      237,867           36
      Total revenues          314,682      232,417           35
      Net income              124,514       75,928           64
      Earnings per common
       share
        Basic(1)                 1.73         1.10           57
        Diluted(2)               1.57         1.08           45
        Diluted cash(3)          1.60         1.09           47
      Return on common
       shareholders'
       equity(4)                 17.8%        13.0%    480 bp(5)
      Return on assets(6)        1.28         0.84           44
      Efficiency ratio(7)
       (teb)                     43.2         49.0         (580)
      Efficiency ratio           44.3         50.2         (590)
      Net interest margin
       (teb)(8)                  2.70         2.02           68
      Net interest margin        2.61         1.95           66
      Provision for credit
       losses as a
       percentage of
       average loans             0.21         0.15            6
    ------------------------------------------------------------
    Per Common Share
      Cash dividends      $      0.33  $      0.33            -%
      Book value                13.65        11.87           15
      Closing market value      25.97        18.19           43
      Common shares
       outstanding
       (thousands)             66,547       63,738            4
    ------------------------------------------------------------
    Balance Sheet and
     Off-Balance Sheet
     Summary
      Assets
      Loans
      Deposits
      Subordinated
       debentures
      Shareholders'
       equity
      Assets under
       administration
      Assets under
       management
    ------------------------------------------------------------
    Capital Adequacy(9)
      Tangible common
       equity to risk-
       weighted assets(10)
      Tier 1 ratio
      Total ratio
    ------------------------------------------------------------
    (1)  Basic earnings per share is calculated as net income less preferred
         share dividends divided by the average number of common shares
         outstanding.
    (2)  Diluted earnings per share is calculated as net income less
         preferred share dividends divided by the average number of common
         shares outstanding adjusted for the dilutive effects of stock
         options and warrants.
    (3)  Diluted cash earnings per share is diluted earnings per common share
         excluding the after-tax amortization of acquisition-related
         intangible assets.
    (4)  Return on common shareholders' equity is calculated as annualized
         net income after preferred share dividends divided by average common
         shareholders' equity.
    (5)  bp - basis point change.
    (6)  Return on assets is calculated as annualized net income after
         preferred share dividends divided by average total assets.
    (7)  Efficiency ratio is calculated as non-interest expenses divided by
         total revenues.
    (8)  Net interest margin is calculated as annualized net interest income
         divided by average total assets.
    (9)  Capital adequacy is calculated in accordance with guidelines issued
         by the Office of the Superintendent of Financial Institutions Canada
         (OSFI).
    (10) Tangible common equity to risk-weighted assets is calculated as
         shareholders' equity less subsidiary goodwill divided by risk-
         weighted assets, calculated in accordance with guidelines issued by
         OSFI.
    
Taxable Equivalent Basis (teb)
Most banks analyze revenues on a taxable equivalent basis to permit uniform measurement and comparison of net interest income. Net interest income (as presented in the consolidated statement of income) includes tax-exempt income on certain securities. Since this income is not taxable, the rate of interest or dividends received is significantly lower than would apply to a loan or security of the same amount. The adjustment to taxable equivalent basis increases interest income and the provision for income taxes to what they would have been had the tax-exempt securities been taxed at the statutory rate. The taxable equivalent basis does not have a standardized meaning prescribed by GAAP and, therefore, may not be comparable to similar measures presented by other banks. Total revenues, net interest income and income taxes are discussed on a taxable equivalent basis throughout this quarterly report to shareholders.
Non-GAAP Measures
Taxable equivalent basis, diluted cash earnings per common share, return on common shareholders' equity, return on assets, efficiency ratio, net interest margin, provision for credit losses as a percentage of average loans and tangible common equity to risk-weighted assets do not have standardized meanings prescribed by generally accepted accounting principles (GAAP) and therefore may not be comparable to similar measures presented by other financial institutions.
    
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    Message to Shareholders
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Canadian Western Bank (CWB or the Bank) is pleased to report very strong financial performance for its 89th consecutive profitable quarter, a period spanning more than 22 years. Third quarter highlights included the achievement of record total revenues (teb - see definition following Financial Highlights table) and 2% quarterly loan growth which helped total loans surpass the $10 billion milestone.
Record quarterly net income of $46.6 million was up 62% ($17.9 million) compared to a year earlier and included recognition of a $7.5 million income tax recovery and related $1.2 million before tax interest receipt from certain transactions in fiscal 2005 that together increased quarterly net income by approximately $8.3 million ($0.11 per diluted common share). Diluted earnings per common share increased 55% ($0.21) to $0.59. Excluding the impact of the income tax recovery and related interest receipt, net income and diluted earnings per common share increased 33% ($9.6 million) and 26% ($0.10) respectively. The quarterly net interest margin increased significantly over the third quarter last year and was the primary factor influencing before tax earnings growth. Record total revenues (teb) of $111.0 million represent a 30% ($25.5 million) increase reflecting the improvement in margin, the positive impact of loan growth and 6% higher other income. Our acquisition of National Leasing Group Inc. (NL or National Leasing), effective February 1, 2010, had a further positive impact on the Bank's overall financial performance.
Compared to the prior quarter, net income before income taxes increased 1% ($0.3 million) as three additional revenue earning days, loan growth and a slightly improved net interest margin offset a 16% ($4.8 million) decrease in other income which was mainly attributed to $3.2 million lower gains on sale of securities. On a year-to-date basis, net income of $124.5 million was up 64% ($48.6 million) compared to the same period last year while diluted earnings per common share increased 45% ($0.49) to $1.57. Exceptional year-to-date earnings growth was largely the result of the significant year-over-year improvement in net interest margin.
The Bank's Tier 1 and total capital ratios at July 31, 2010 remained very strong at 11.4% and 14.4%, respectively. Return on common shareholders' equity of 19.1% was up 570 basis points compared to the same quarter last year and 280 basis points from the prior quarter. Quarterly return on assets of 1.40% represented a 53 basis point improvement from a year earlier and was up 23 basis points compared to last quarter. The third quarter reduction of income tax expense positively impacted quarterly return on common shareholders' equity and return on assets by 360 basis points and 27 basis points, respectively. Compared to the third quarter last year, profitability ratios benefited from the recovery of net interest margin and loan growth, partially offset by higher non-interest expenses and the provision for credit losses related to NL.
Dividends
On September 1, 2010, CWB's Board of Directors declared a cash dividend of $0.11 per common share, payable on September 30, 2010 to shareholders of record on September 16, 2010. This quarterly dividend is unchanged from both the previous quarter and one year ago. The Board of Directors also declared a cash dividend of $0.453125 per Series 3 Preferred Share payable on October 31, 2010 to shareholders of record on October 21, 2010.
Loan Growth
Total loans grew 2% ($238 million) in the quarter, 9% ($869 million) year-to-date and 11% ($967 million) over the last twelve months. Organic loan growth improved compared to prior quarters despite ongoing recession related challenges across almost all lending sectors. Partially due to comparatively faster repayments, the achievement of sustained growth remains particularly challenging in the heavy equipment financing and real estate construction portfolios. The overall volume in the pipeline for new loans is in line with expectations in view of continued global economic uncertainties. Consequently, we expect to achieve or surpass our 2010 loan growth target of 10%.
Credit Quality
Overall credit quality remained satisfactory and within expectations given the current point in the credit cycle. The dollar level of gross impaired loans was $150.0 million at quarter end, compared to $167.2 million last quarter as impaired accounts that were paid down or resolved exceeded new formations. Based on our present view of credit quality, it is expected that the dollar level of gross impaired loans will continue to fluctuate but loan losses are expected to remain within acceptable levels. The quarterly provision for credit losses of $5.8 million represented 23 basis points of average loans. Excluding the impact of National Leasing, the provision for credit losses remained within our initial 2010 target range of 15 to 20 basis points. On a consolidated basis, we now expect the provision for credit losses for fiscal 2010 to represent 20 to 25 basis points of average loans.
Branch Deposit Growth
Deposits raised through our branch network and trust companies were up 1% in the quarter, 3% year-to-date and 15% compared to a year earlier. The demand and notice component within branch-raised deposits, which include lower cost deposits, was relatively unchanged from last quarter but grew 12% year-to-date and 33% over the past year. Growth compared to the prior year largely reflects the ongoing success of Canadian Western Trust Company in generating deposits through its fiduciary business. Implementing additional strategies to enhance our competitive position and support net interest margin through diversifying the funding base, including lower cost demand deposits, remains a priority.
Net Interest Margin
Net interest margin (teb) of 2.78% recovered significantly over the third quarter last year mainly reflecting lower deposit costs, more favourable yields on fixed rate loans, a shift in the deposit mix and lower liquidity levels. Compared to the prior quarter, net interest margin (teb) increased two basis points. The year-to-date net interest margin (teb) of 2.70% is more typical of spreads achieved prior to the global financial crisis and also includes the positive impact of considerably higher yields earned on National Leasing's fixed rate assets. Increased competition and other factors suggest that a material improvement in margin over that achieved in the third quarter is unlikely. There were two increases in the prime lending interest rate during the third quarter. Based on our current interest rate sensitivity, further increases in the prime rate are expected to positively impact net interest income.
Outlook
CWB recorded very strong third quarter results and year-to-date earnings have surpassed the record annual net income achieved in fiscal 2009 by a significant margin. While there are still uncertainties, including those related to the strength of the economic recovery, we expect to meet or surpass our 2010 loan growth target of 10%. Growth targets for total revenues and profitability are well ahead of the Bank's minimum performance benchmarks. The 2010 efficiency ratio should also be very favourable compared to the target established last year. We remain very confident about the benefits of our proven business plan and core geographic position in Western Canada and believe this favourable position will become more apparent once the economic recovery firms up. Two new full-service banking branches will open next quarter and bring our total branch count to 39. National Leasing has already established itself as a key component of the CWB Group and is expected to materially benefit both earnings growth and diversification moving forward. Canadian Direct Insurance Incorporated and Canadian Western Trust Company are also on track to achieve record results this year. We will maintain our disciplined underwriting practices, solid balance sheet and strong capital base to ensure the Bank remains well positioned to take advantage of opportunities and manage any unforeseen challenges moving forward.
We look forward to reporting our fiscal 2010 fourth quarter and annual results on December 7, 2010.
    
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    Q3 Results Conference Call
    CWB's third quarter results conference call is scheduled for Thursday,
    September 2, 2010 at 8:00 a.m. ET (6:00 a.m. MT). The Bank's executives
    will comment on financial results and respond to questions from analysts
    and institutional investors.
    The conference call may be accessed on a listen-only basis by dialing
    647-427-7450 or toll-free 1-888-231-8191. The call will also be webcast
    live on the Bank's website, www.cwbankgroup.com.
    A replay of the conference call will be available until September 16,
    2010 by dialing 416-849-0833 (Toronto) or 1-800-642-1687 (toll-free) and
    entering passcode 89346886.
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About Canadian Western Bank Group
Canadian Western Bank offers a full range of business and personal banking services across the four western provinces and is the largest Canadian owned bank headquartered in Western Canada. The Bank, along with its operating subsidiaries, Canadian Western Trust Company, Valiant Trust Company, Canadian Direct Insurance Incorporated, National Leasing Group Inc., Adroit Investment Management Ltd. and Canadian Western Financial Ltd., collectively offer a diversified range of financial services across Canada and are together known as the Canadian Western Bank Group. The common shares of Canadian Western Bank are listed on the Toronto Stock Exchange under the trading symbol 'CWB'. The Bank's Series 3 preferred shares and common share purchase warrants trade on the Toronto Stock Exchange under the trading symbols 'CWB.PR.A' and 'CWB.WT' respectively. Refer to www.cwbankgroup.com for additional information.
    
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    Management's Discussion and Analysis
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This management's discussion and analysis (MD&A) should be read in conjunction with Canadian Western Bank's (CWB or the Bank) unaudited interim consolidated financial statements for the period ended July 31, 2010, as well as the audited consolidated financial statements and MD&A for the year ended October 31, 2009, available on SEDAR at www.sedar.com and the Bank's website at www.cwbankgroup.com. Except where indicated below, the factors discussed and referred to in the MD&A for fiscal 2009 remain substantially unchanged.
Overview
CWB recorded very strong third quarter results reflecting record financial performance from both business segments. Consolidated net income increased 62% ($17.9 million) over the same quarter last year to $46.6 million. Third quarter diluted earnings per common share was $0.59 ($0.64 basic), up 55%. Record results included recognition of a $7.5 million income tax recovery and related $1.2 million before tax interest receipt from certain transactions in 2005 that together increased quarterly net income by approximately $8.3 million ($0.11 per diluted common share).
Banking and trust segment net income of $43.0 million increased 69% ($17.6 million) compared to the third quarter last year and included the tax recovery noted above. Banking and trust segment net income excluding income taxes was $48.4 million, up 37% ($13.1 million). Record total revenues, on a taxable equivalent basis (teb - see definition following Financial Highlights table), attributed to a significant improvement in net interest margin, 11% ($967 million) loan growth and 7% ($1.2 million) growth in other income more than offset the earnings impact of 24% ($9.0 million) higher non-interest expenses and a $2.4 million increase in the quarterly provision for credit losses. Banking and trust segment performance includes the acquisition of National Leasing Group Inc. (NL or National Leasing), effective on February 1, 2010 (refer to Note 15 of the unaudited interim consolidated financial statements for further details on the acquisition). Comparatively higher yields earned on NL's portfolio positively impact net interest margin, but the benefit of increased net interest income is partially offset by a higher provision for credit losses, measured as a percentage of average loans, compared to the Bank's core commercial lending business. The insurance segment posted record quarterly net income of $3.6 million, up $0.3 million from a year earlier. Strong insurance results mainly reflect increased net earned premiums due to continued business growth and a positive contribution from the Alberta auto risk sharing pools, partially offset by higher claims and policy acquisition costs.
Compared to the previous quarter, consolidated net income before income taxes increased 1% ($0.3 million) as three additional revenue earning days, loan growth and a slightly improved net interest margin offset a 16% ($4.8 million) decrease in other income mainly attributed to $3.2 million lower gains on sale of securities. Quarterly diluted earnings per common share was up 26% ($0.12) reflecting the factors already noted, including the significant third quarter tax benefit. Consolidated year-to-date net income of $124.5 million was up 64% ($48.6 million) compared to the same period in 2009, while diluted earnings per common share increased 45% to $1.57. The significant year-to-date improvement reflects comparatively strong results across almost all metrics, most notably net interest margin. Lower percentage growth for diluted earnings per common share compared to net income mainly reflects the dilution from CWB's outstanding warrants and 2.1 million CWB common shares issued as partial consideration for the acquisition of NL.
Third quarter return on common shareholders' equity was 19.1%, a significant increase from 13.4% a year earlier. The quarterly return on assets was 1.40%, up from 0.87% last year. The impact of the income tax recovery on third quarter return on common shareholders' equity and return on assets was 360 basis points and 27 basis points, respectively. On a year-to-date basis, return on common shareholders' equity was 17.8%, up from 13.0% in 2009. Return on assets through the first nine months was 1.28%, compared to 0.84% last year. Compared to the same period in 2009, higher profitability ratios were mainly driven by very strong growth in net interest income because of improved net interest margin, loan growth, strong other income and the income tax recovery, partially offset by increased non-interest expenses and the impact of CWB's preferred unit offerings completed in March 2009.
Total Revenues (teb)
Total revenues (teb), comprising both net interest income and other income, reached a record $111.0 million for the quarter, up 30% ($25.5 million) compared to a year earlier. Quarterly total revenues reflect the positive impact of a significant improvement in net interest margin and a 6% ($1.4 million) increase in other income. Compared to last quarter, net interest income increased $4.9 million reflecting three additional revenue earning days and a slightly improved net interest margin, largely offset by a $4.8 million reduction in other income due to lower gains on sale of securities. On a year-to-date basis, total revenues of $322.7 million increased 36% ($84.8 million) over the same period last year. Margin improvement and loan growth led to a $71.1 million increase in year-to-date net interest income while other income was up 20% ($13.7 million).
Net Interest Income (teb)
Quarterly net interest income of $85.0 million was up 40% ($24.1 million) compared to the same period last year driven by a 65 basis point improvement in net interest margin to 2.78% and 11% loan growth. The improvement in net interest margin compared to the same quarter in 2009 reflects lower deposit costs, more favourable yields on fixed rate loans, a shift in the deposit mix and lower liquidity levels. More favourable yields on fixed rate loans largely reflect the positive impact from NL. In view of the current asset composition, interest rate environment, continued competitive influences and the positive impact from NL, management believes the net interest margin should stabilize around the current level.
Net interest income was up 6% ($4.9 million) compared to the previous quarter reflecting three additional days and loan growth. Net interest margin increased slightly compared to last quarter. On a year-to-date basis, net interest income increased 42% ($71.1 million) reflecting a 68 basis point improvement in net interest margin that was mainly due to the factors already noted.
Note 12 to the unaudited interim consolidated financial statements summarizes the Bank's exposure to interest rate risk as at July 31, 2010. The estimated sensitivity of net interest income to a change in interest rates is presented in the table below. The amounts represent the estimated change in net interest income over the time periods shown resulting from a one-percentage point change in interest rates. The July 31, 2010 estimates are based on a number of assumptions and factors, which include:
    
    -   a constant structure in the interest sensitive asset and liability
        portfolios;
    -   floor levels for various deposit liabilities;
    -   prime rate decreases limited to 0.75% due to the historically low
        levels of interest rates;
    -   interest rate changes affecting interest sensitive assets and
        liabilities by proportionally the same amount and applied at the
        appropriate re-pricing dates; and,
    -   no early redemptions.
                                             July 31    April 30     July 31
    ($ thousands)                               2010        2010      2009(1)
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    Impact of 1% increase in interest rates
      1 year                               $   4,442   $   1,132   $   9,493
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      1 year percentage change                   1.5%        0.4%        3.8%
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    Impact of 1% decrease in interest rates
      1 year                               $  (4,331)  $   5,364   $  13,058
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      1 year percentage change                 (1.4)%        1.9%        5.2%
    -------------------------------------------------------------------------
    (1) Methodology for the calculation of interest sensitivity at July 31,
        2009 does not include a minimum interest rate level for certain
        deposit accounts that were included in the 2010 calculations.
    
As at July 31, 2010, it is estimated that a one-percentage point increase in interest rates would increase net interest income by approximately 1.5% over the following twelve months; this compares to July 31, 2009 when it was estimated that a one-percentage point increase in interest rates would have increased net interest income by approximately 3.8% over the following twelve months. During 2009, in order to more effectively manage interest rate sensitivity against falling interest rates, many prime-based loans were negotiated with a floor rate. Should the prime rate decrease below these levels, the rate on these loans would remain fixed. However, as the prime rate increases, the rate on these loans only begins to go up once the floor rate is passed. In modeling the effects of a one-percentage point increase in interest rates, not all loans would increase by the full one-percentage point, whereas it is assumed that all liabilities increase by the full amount.
It is estimated that a one-percentage point decrease in interest rates as at July 31, 2010, would decrease net interest income by approximately 1.4% over the following twelve months; this compares to July 31, 2009 when it was estimated that a one-percentage point decrease in interest rates would have increased net interest income by approximately 5.2% over the following twelve months. When modeling a one-percentage point decrease for the most recent period, the rates on most prime-based loans with a negotiated floor rate do not decrease, whereas the remainder of prime-based loans decrease by only 0.75%.
Based on the interest rate gap position at July 31, 2010, it is estimated that a one-percentage point increase in all interest rates would decrease other comprehensive income by $9.2 million, net of tax (April 30, 2010 - $12.1 million); it is estimated that a one-percentage point decrease in all interest rates at July 31, 2010 would increase other comprehensive income by a similar amount.
It is management's intention to continue to manage the asset liability structure and interest rate sensitivity within the Bank's established policies through pricing and product initiatives, as well as through the use of interest rate swaps or other appropriate hedging techniques.
Other Income
Third quarter other income of $26.0 million increased 6% ($1.4 million) from a year earlier as growth across nearly all categories more than offset the impact of a $5.6 million reduction in gains on sale of securities to $0.8 million. Based on general market expectations and the current composition of the securities portfolio, management believes gains on sale of securities as a source of other income will remain relatively low compared to the very high levels achieved in prior periods, including the first two quarters of 2010. The 'other' category within other income was up $2.5 million including $1.2 million of interest income attributed to the third quarter tax recovery and a favourable $0.6 million net change in fair value on NL's interest rate swaps and retained interests on securitized assets. Credit related fee income was up 32% ($2.0 million). Trust and wealth management services revenues and retail services fee income increased 20% ($0.7 million) and 26% ($0.5 million), respectively. Quarterly net insurance revenues increased 6% ($0.3 million) reflecting growth in net earned premiums.
Compared to the previous quarter, other income was down 16% ($4.8 million) as the positive impact of $0.6 million higher net insurance revenues and three additional revenue earning days was more than offset by declines in the remaining categories of other income, including $3.2 million lower gains on sale of securities and a $0.8 million reduction in the 'other' category of other income. Other income year-to-date of $83.2 million increased 20% ($13.7 million) as strong results across CWB's core operations, including contributions from the second quarter acquisition of NL, more than offset a $9.7 million decline in gains on sale of securities.
Credit Quality
Overall credit quality remained satisfactory and within current expectations. While the dollar level of gross impaired loans decreased compared to last quarter, the overall loan portfolio continues to be impacted by global economic factors, particularly as they relate to demand for commodities. Management believes that Western Canada is positioned to benefit significantly once there is a sustained period of global economic growth.
    
                                 For the three months ended
                          -------------------------------------- Change from
    (unaudited)               July 31     April 30      July 31      July 31
    ($ thousands)                2010         2010         2009         2009
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    Gross impaired loans,
     beginning of period  $   167,229  $   146,402  $   107,017           56%
      New formations           30,899       55,586       25,111           23
      Reductions, impaired
       accounts paid down
       or returned to
       performing status      (41,519)     (26,229)     (22,444)          84
      Write-offs               (6,633)      (8,530)      (4,455)          48
    -------------------------------------------------------------------------
    Total(3)              $   149,976  $   167,229  $   105,229           43%
    -------------------------------------------------------------------------
    Balance of the ten
     largest impaired
     accounts             $    86,737  $    97,037  $    54,990           58%
    Total number of
     accounts classified
     as impaired(4)               210          211          211            -
    Total number of
     accounts classified
     as impaired under
     $1 million(4)                185          182          195           (5)
    Gross impaired loans
     as a percentage of
     total loans(1)              1.47%        1.68%        1.14%     33 bp(2)
    (1) Total loans do not include an allocation for credit losses or
        deferred revenue and premiums.
    (2) bp - basis point change.
    (3) Gross impaired loans includes foreclosed assets held for sale with a
        carrying value of $2,081 (April 30, 2010 - $695 and July 31, 2009 -
        $4,756).
    (4) Total number of accounts excludes National Leasing accounts.
    
Gross impaired loans at July 31, 2010 were $150.0 million, compared to $167.2 million last quarter and $105.2 million a year earlier. The ten largest accounts classified as impaired, measured by dollars outstanding, represented approximately 58% of the total gross impaired loans at quarter end, unchanged compared to the prior quarter 58% and up from 52% a year earlier.
Gross impaired loans represented 1.47% of total loans at quarter end, compared to 1.68% last quarter and 1.14% one year ago. Based on its current view of credit quality, management believes the dollar level of gross impaired will continue to fluctuate until economic conditions stabilize further. The dollar level of gross impaired loans goes up and down as loans become impaired and are subsequently resolved and does not directly reflect the dollar value of expected write-offs given the tangible security held against the Bank's lending positions. The Bank establishes its current estimates of expected write-offs through detailed analyses of both the overall quality and ultimate marketability of the security held against impaired accounts. Actual credit losses are expected to remain within acceptable levels as the credit cycle continues to progress toward expansion.
The fiscal 2010 target range for the provision for credit losses of 15 to 20 basis points of average loans does not consider the impact of NL. Compared to the Bank's lending portfolio, the nature of NL's business leads to a higher provision for credit losses measured as a percentage of loans. The third quarter provision for credit losses was 23 basis points of average loans, compared to 16 basis points excluding NL. With the acquisition, the actual provision for credit losses in fiscal 2010 is expected to be in the range of 20 to 25 basis points of average loans.
The Bank's long-standing strategy with respect to managing the allowance for credit losses has been to maintain a consistent provision to cover both identified and unidentified losses. The purpose of the general allowance for credit losses is to mitigate the timing impact of unidentified losses in the portfolio and management expects that the level of the general allowance will fluctuate as specific losses are recognized and subsequently written-off. Based on results from ongoing stress testing of the portfolio under various credit scenarios, the adequacy of the general allowance for credit losses is deemed sufficient in consideration of management's current expectations for credit quality and the secured nature of the existing loan portfolio.
The total allowance for credit losses (general and specific) represented 51% of gross impaired loans at quarter end, compared to 46% last quarter and 71% one year ago. The total allowance for credit losses was $75.7 million at July 31, 2010, compared to $76.4 million last quarter and $74.2 million a year earlier. The general allowance as a percentage of risk-weighted loans was 67 basis points, up from 66 basis points last quarter and down from 73 basis points one year ago.
Non-interest Expenses
Effective execution of CWB's strategic plan, which is focused on profitable growth over the long-term, will continue to require increased spending in certain areas. Significant expenditures relate to additional staff complement as well as expanded premises and technology upgrades. Spending in these areas is an integral part of the Bank's commitment to maximize shareholder value over the long-term and is expected to provide material benefits in future periods. In support of management's objective to enhance the Bank's market presence, two additional full-service banking branches are expected to open in the next quarter.
Third quarter non-interest expenses of $49.3 million were up 23% ($9.1 million) compared to last year. Total salary and benefit costs increased $5.8 million, other expenses were $1.9 million higher and premises and equipment expenses were up $1.5 million. NL comprised $6.7 million of the total increase in consolidated non-interest expenses, including $1.0 million of additional amortization of intangibles. Within non-interest expenses and excluding the impact of NL, salary and benefit costs were up 7% ($1.8 million) with the increase attributed to increased staff complement and annual salary increments.
Compared to the prior quarter, non-interest expenses were down 1% ($0.7 million). Year-to-date non-interest expenses were 20% ($22.9 million) higher than the same period in 2009. Excluding NL, year-to-date non-interest expenses increased 9% ($10.5 million) as higher salary and benefit costs reflecting increased staff complement and annual salary increments more than offset lower stock compensation expense this year. Other changes are consistent with the factors already discussed.
The third quarter efficiency ratio (teb), which measures non-interest expenses as a percentage of total revenues (teb), was 44.4%, compared to 47.0% last year and 45.0% in the previous quarter. The improvement compared to 2009 reflects the combined positive impact on total revenues from a strong recovery in net interest margin, increased other income and loan growth. Considering planned expenditures, management expects to be well within its 2010 target for the efficiency ratio of 48% or better.
Income Taxes
The third quarter income tax rate (teb) was 16.6%, down from 31.4% one year ago, while the tax rate before the teb adjustment was 12.2%, compared to 27.6% last year. The quarterly provision includes a reduction to income taxes of $7.5 million related to the confirmation from taxation authorities of certain transactions that occurred in 2005; the effective tax rate (teb) excluding the tax recovery would have been 30.0%.
The income tax rate (teb) for the first nine months of 2010 was 25.9%, down 560 basis points from the same period one year ago, while the tax rate before the teb adjustment was 22.2%, or 580 basis points lower. The decrease in the income tax rate (teb) from last year reflects a 440 basis point impact from the previously mentioned income tax recovery, as well as a 100 basis point decrease in the basic federal income tax rate effective July 31, 2009 and a 50 basis point decrease in British Columbia's provincial tax rate effective January 1, 2010.
Comprehensive Income
Comprehensive income is comprised of net income and other comprehensive income (OCI), all net of income taxes, and totaled $56.3 million for the third quarter, compared to $39.3 million in the same period last year. The increase in comprehensive income reflects a 62% ($17.9 million) improvement in net income. Year-to-date comprehensive income totaled $120.6 million, compared to $102.2 million last year. The increase reflects a 64% ($48.6 million) improvement in net income, partially offset by lower unrealized gains on available-for-sale securities. The change in OCI reflects market value fluctuations related to changes in interest rates, movements in market credit spreads and shifts in the interest rate curve, as well as gains reclassified to other income.
Balance Sheet
Total assets increased 1% ($106 million) in the quarter and 7% ($779 million) in the past year to reach $12,110 million at July 31, 2010.
Cash and Securities
Cash, securities and securities purchased under resale agreements totaled $1,697 million at July 31, 2010, compared to $1,827 million last quarter and $1,997 million one year ago (refer to the Treasury Management section of this MD&A for additional details). The unrealized gain recorded on the balance sheet at July 31, 2010 was $21.2 million, compared to $7.6 million last quarter and $25.6 million a year earlier. The considerable change in unrealized gains compared to the prior quarter is largely attributed to a fluctuation in market value of the Bank's preferred share portfolio; unrealized gains in this portfolio totaled $11.9 million as at July 31, 2010, compared to unrealized losses of $0.8 million last quarter. The securities portfolio is primarily comprised of high quality debt instruments, preferred shares and common shares that are not held for trading purposes and, where applicable, are typically held until maturity. Fluctuations in value are generally attributed to changes in interest rates, movements in market credit spreads and shifts in the interest rate curve. CWB has no direct credit exposure to sovereign debt outside of Canada.
Realized gains on sale of securities in the third quarter were $0.8 million, compared to $4.1 million in the previous quarter and $6.4 million a year earlier. On a year-to-date basis, gains on sale of securities of $11.4 million were down 46% ($9.7 million) compared to the same period last year. Gains on sale of securities in prior periods mainly resulted from investment strategies and unusual market conditions that allowed the Bank to capitalize on opportunities to realize gains while maintaining relatively comparable yields on reinvestment in other high quality investment grade securities. Looking forward, the quarterly dollar amount of gains on sale of securities is expected to be closer to levels achieved in the current quarter.
Treasury Management
Until recently, high liquidity levels were maintained in response to disruptions and related uncertainties in financial markets. Many of these uncertainties have subsided and the Bank has now reduced liquidity to more normal levels. This reduction in liquidity levels has a positive impact on net interest margin. Barring significant adverse changes in the economic and market environments, liquidity is expected to be managed closer to current levels going forward.
In addition to the Consultative Document described in the Capital Management section of this MD&A, the Bank for International Settlements (BIS) issued a companion Consultative Document entitled International Framework for Liquidity Risk Measurement, Standards and Reporting. Although the framework was primarily aimed at internationally active banks, CWB participated along with the other large Canadian banks by providing OSFI information to assist in assessing the impact of the proposals. The new proposals, which were updated via a news release issued on July 26, 2010, could lead to higher liquidity and funding costs for internationally active banks. The BIS has indicated that they expect some of the new measures to be rolled out over a longer time horizon than originally anticipated to allow affected banks sufficient time to adjust to the changes. It is not yet known how the liquidity standards will apply to Canadian banks with predominantly domestic business. Regulators have indicated they will issue the final requirements and related transition plan before the end of the calendar year.
Loans
Total loans of $10,105 million grew 2% ($238 million) in the quarter, 9% ($869 million) year-to-date and 11% ($967 million) in the past twelve months. At the effective acquisition date of February 1, 2010, NL added $323 million of on-balance sheet loans. Measured by geographic concentration, all provinces showed positive loan growth in the quarter. While overall loan growth continued to be constrained by ongoing economic uncertainty, particularly in Alberta, management is optimistic about the volume in the pipeline for new lending activity. All lending sectors also showed relatively good quarterly growth with the exception of heavy equipment financing and the real estate lending portfolio. Energy loans and personal loans and mortgages were up notably compared to last quarter but these sectors represent a relatively small percentage of the total portfolio. The achievement of sustained growth in the Bank's heavy equipment financing business remains challenging reflecting both economic factors and this portfolio's relatively short duration. Management believes the return of sustained growth in this portfolio will be a good leading indicator of a more robust economic recovery in core geographic markets. Management also continues to believe that Western Canada's resource-based economies are poised for a comparatively stronger recovery than the rest of Canada once overall global activity expands. Looking forward, loan growth is expected to remain constrained until economic factors improve further. Despite continued challenges and a tentative outlook, management expects CWB will achieve or surpass the fiscal 2010 loan growth target of 10%.
Loans in the Bank's alternative mortgage business, Optimum Mortgage (Optimum), increased 11% in the quarter, 33% year-to-date and 51% over the past twelve months to reach $745 million. Optimum commenced offering higher ratio insured mortgages in the latter part of fiscal 2009 to expand its broker distribution and this initiative has provided the primary source of loan growth over the past year. Uninsured mortgages are secured via conventional residential first mortgages carrying a weighted average underwritten loan-to-value ratio at initiation of approximately 70% and currently represent approximately 60% of Optimum's total portfolio. A large majority of all uninsured mortgages within Optimum carry a fixed interest rate with the principal amortized over 25 years or less. Management remains committed to further developing this business as it continues to produce strong returns while maintaining an acceptable risk profile.
Deposits
Total branch deposits, including those raised by trust services, were up 15% ($808 million) compared to a year earlier and 1% ($68 million) from the previous quarter. The demand and notice component within branch deposits was up 33% ($871 million) compared to the same time last year and was relatively unchanged from last quarter. Growth in demand and notice deposits compared to a year earlier largely reflects Canadian Western Trust Company's ongoing success in generating new trust deposits through growth of its fiduciary business. The significant growth in demand and notice deposits supports management's objective to further enhance and diversify the Bank's funding sources and can also benefit net interest margin. Valiant Trust Company was approved as a federal deposit-taking institution this year and management is developing strategies to utilize this additional channel to raise deposits and increase net interest income.
Total deposits at quarter end were $10,257 million, up 1% ($72 million) from the previous quarter and 9% ($863 million) over the past year. Total branch deposits measured as a percentage of total deposits were 61% at July 31, 2010, unchanged from the previous quarter and up from 58% a year earlier. Compared to July 31, 2009, the increase in branch deposits as a percentage of total deposits reflects the combined impact of very strong growth in the demand and notice component. Demand and notice deposits represented 34% of total deposits at quarter end, unchanged from the previous quarter and up from 28% a year earlier.
Other Assets and Other Liabilities
Other assets at July 31, 2010 totaled $308 million, compared to $311 million last quarter and $196 million one year ago. The change in other assets compared to a year earlier mainly reflects the acquisition of NL (refer to Note 15 of the unaudited interim consolidated financial statements for further details on the acquisition), including increases in goodwill and other intangible assets, net of taxes, of $27.9 million and $30.1 million, respectively. Other liabilities at quarter end were $420 million, compared to $427 million the previous quarter and $596 million last year. Other liabilities in the same period last year included $247 million of securities sold under repurchase agreements, compared to nil in the current quarter.
Off-Balance Sheet
Off-balance sheet items include assets under administration and assets under management. Total assets under administration, including both trust assets and leases under administration, totaled $8,312 million at July 31, 2010, compared to $8,223 million last quarter and $4,752 million one year ago. Assets under management held within Adroit Investment Management Ltd. were $758 million at quarter end, compared to $780 million last quarter and $836 million one year ago. The gross amount of securitized assets at quarter end was $232 million, compared to $276 million last quarter. Other off-balance sheet items are comprised of standard industry credit instruments (guarantees, standby letters of credit and commitments to extend credit), and the non-consolidated variable interest entity. CWB does not utilize, nor does it have exposure to, collateralized debt obligations or credit default swaps. For additional information regarding other off-balance sheet items refer to Notes 14 and 20 to the audited consolidated financial statements on pages 82 and 88 respectively in the Bank's 2009 Annual Report.
Capital Management
At July 31, 2010, CWB's total capital adequacy ratio, which measures regulatory capital as a percentage of risk-weighted assets, was 14.4%, down from 14.5% last quarter and 15.4% one year ago. The Tier 1 ratio was unchanged from last quarter at 11.4%, compared to 11.2% at the same time last year. Current minimums for the total and Tier 1 capital adequacy ratios of Canadian Banks as set by the Office of the Superintendent of Financial Institutions Canada (OSFI) are 10% and 7%, respectively.
Compared to one year ago, the Bank's Tier 1 regulatory capital increased with the retention of earnings, net of dividends, and the issuance of additional CWB common shares (primarily 2.1 million shares issued as partial consideration for NL), partially offset by goodwill attached to the acquisition of National Leasing, a capital deduction relating to its securitized assets and warrant purchases made under the Bank's outstanding Normal Course Issuer Bid (refer to Note 8 of the unaudited interim consolidated financial statements for further details). Total regulatory capital was impacted by the foregoing factors, as well as the redemption of $60.0 million of subordinated debentures on November 20, 2009 and an increased deduction for the investment in CWB's insurance subsidiary. Further details regarding changes in CWB's regulatory capital and capital adequacy ratios compared to prior periods are included in the following table:
    
                                As at        As at        As at  Change from
    (unaudited)               July 31     April 30      July 31      July 31
    ($ thousands)                2010         2010         2009         2009
    -------------------------------------------------------------------------
    Regulatory Capital
      Tier 1 Capital
       before deductions  $ 1,208,374  $ 1,176,975  $ 1,050,137  $   158,237
        Less: Goodwill        (37,438)     (37,191)      (9,360)     (28,078)
          Securitization
           (National
            Leasing)          (11,012)     (11,176)           -      (11,012)
    -------------------------------------------------------------------------
      Tier 1 Capital        1,159,924    1,128,608    1,040,777      119,147
    -------------------------------------------------------------------------
      Tier 2 Capital
       before deductions      387,948      380,080      445,312      (57,364)
        Less: Investment
         in insurance
         subsidiary           (66,945)     (63,431)     (53,919)     (13,026)
          Securitization
           (National
            Leasing)          (11,012)     (11,176)           -      (11,012)
    -------------------------------------------------------------------------
      Total Tier 2 Capital    309,991      305,473      391,393      (81,402)
    -------------------------------------------------------------------------
    Total Regulatory
     Capital              $ 1,469,915  $ 1,434,081  $ 1,432,170  $    37,745
    -------------------------------------------------------------------------
    Risk Weighted Assets  $10,217,053  $ 9,882,832  $ 9,299,282  $   917,771
    -------------------------------------------------------------------------
    Tier 1 capital
     adequacy ratio              11.4%        11.4%        11.2%     20 bp(1)
    Total capital
     adequacy ratio              14.4         14.5         15.4         (100)
    (1) bp - basis point change.
    
CWB expects to remain very well capitalized. The retention of earnings should more than support capital requirements associated with ongoing regulatory uncertainty and expected organic asset growth. The Bank's strong capital ratios provide considerable flexibility and management continues to evaluate opportunities to deploy capital for the long-term benefit of CWB shareholders.
In December 2009, the Basel Committee on Banking Supervision of the BIS (the Committee) issued a Consultative Document entitled Strengthening the Resilience of the Banking Sector, which was subsequently updated via a news release issued on July 26, 2010. While the Committee remains deeply committed to its stated objectives for both capital adequacy and liquidity reform, after review of the information gathered through the public consultation process and results of the Quantitative Impact Study undertaken by the members, the Committee reached a broad agreement to ease some of the proposed guidelines. The global regulators are expected to outline the final requirements and transition plan before the end of the calendar year. CWB has a very strong capital position and expects implementation of the final set of standards should be relatively straightforward to manage given the lack of complexity in the Bank's current composition of regulatory capital.
Further information relating to the Bank's capital position is provided in Note 14 of the unaudited interim consolidated financial statements as well as the audited consolidated financial statements and MD&A for the year ended October 31, 2009.
Book value per common share at July 31, 2010 was $13.65 compared to $13.08 last quarter and $11.87 one year ago.
Common shareholders received a quarterly cash dividend of $0.11 per common share on July 2, 2010. On September 1, 2010, CWB's Board of Directors declared a cash dividend of $0.11 per common share, payable on September 30, 2010 to shareholders of record on September 16, 2010. This quarterly dividend is unchanged from both the previous quarter and one year ago. The Board of Directors also declared a cash dividend of $0.453125 per Series 3 Preferred Share payable on October 31, 2010 to shareholders of record on October 21, 2010.
Acquisitions
On February 1, 2010, the Bank acquired 100% of the common shares of National Leasing for a total cost of $126.6 million. Consideration for the acquisition included $52.8 million cash, 2,065,088 common shares of CWB ($42.6 million) and contingent consideration. Both the Bank and the vendors have the option to trigger payment of the contingent consideration no earlier than November 1, 2012. The future value of the contingent consideration is not yet determinable and the difference will be recognized as an adjustment to goodwill in the period in which the contingency is resolved. Refer to Note 15 of the unaudited interim consolidated financial statements for further details on the acquisition.
Changes in Accounting Policies
There were no new significant accounting policies adopted during the quarter for purposes of presenting the Bank's financial statements under Canadian generally accepted accounting principles (GAAP).
Future Accounting Changes
International Financial Reporting Standards
The CICA will transition Canadian GAAP for publicly accountable entities to International Financial Reporting Standards (IFRS). The Bank's consolidated financial statements will be prepared in accordance with IFRS for the fiscal year commencing November 1, 2011 and will include comparative information for the prior year, including an opening balance sheet as at November 1, 2010.
The Bank has a four stage project underway to identify and evaluate the impact of the transition to IFRS on the consolidated financial statements and develop a plan to complete the transition. The project plan includes the following phases - diagnostic, design and planning, solution development, and implementation. The diagnostic and the design and planning phases are complete, and the potential IFRS differences relative to the Bank's current accounting policies have been documented. The solution development phase will be substantially complete by the end of fiscal 2010. Further information on the Bank's transition plan is provided on pages 56 to 58 of the 2009 Annual Report.
Based on the analysis completed to date, the most significant accounting policy differences on initial transition for the Bank due to adopting IFRS have been identified as the following:
    
    -   Loan loss accounting - Although both existing Canadian GAAP and IFRS
        calculate loan losses using the incurred loss model, IFRS is more
        specific as to what qualifies as an "incurred event." Under IFRS,
        incurred losses require objective evidence of impairment, must have a
        reliably measurable effect on the present value of estimated cash
        flows and be supported by currently observable data. This difference
        is not expected to impact the calculation of the specific allowance
        for credit losses but may impact the calculation of the general (or
        collective) allowance. The Bank is developing an appropriate IFRS
        methodology but it is not yet determinable whether any adjustments
        will be required on transition.
    -   Derecognition - Under existing IFRS rules, NL's securitized assets
        (totaling $232 million at July 31, 2010) would be reported on the
        balance sheet. However, recent proposals, if adopted, would
        grandfather all securitized pools existing at transition date so NL's
        existing securitized assets would remain off-balance sheet.
    -   Consolidation - Canadian Western Bank Capital Trust will be
        consolidated under IFRS. For more information about this entity see
        Note 14 on page 82 of the October 31, 2009 audited consolidated
        financial statements.
    
IFRS 1 - First Time Adoption of IFRS provides a framework for the transition to IFRS. Generally, retroactive application is applied to the opening balance sheet for the comparative 2010 year financial statements as though the Bank had always applied IFRS. However, IFRS 1 permits both mandatory and optional exemptions from full retroactive application. We are currently evaluating all optional exemptions under IFRS 1, with the most significant potential exemption relating to business combinations. IFRS 1 permits the application of the IFRS requirements to business acquisitions completed after the initial transition to IFRS or retroactively from a date of the Bank's choosing.
CWB continues to monitor the International Accounting Standards Board's proposed changes to standards during Canada's transition to IFRS. These proposed changes may have a significant impact on the Bank's implementation plan and future financial statements.
Controls and Procedures
There were no changes in the Bank's internal controls over financial reporting that occurred during the quarter ended July 31, 2010 that have materially affected, or are reasonably likely to materially affect, internal controls over financial reporting.
The Bank's certifying officers have limited the scope of the design of disclosure controls and procedures (DC&P) and internal control over financial reporting (ICFR) to exclude the controls, policies and procedures of National Leasing, acquired in the second quarter of 2010. The limitation will be removed no later than January 31, 2011.
Prior to its release, this quarterly report to shareholders was reviewed by the Audit Committee and, on the Audit Committee's recommendation, approved by the Board of Directors of Canadian Western Bank.
Updated Share Information
As at August 27, 2010, there were 66,551,297 common shares outstanding. Also outstanding were employee stock options, which are or will be exercisable for up to 3,998,072 common shares for maximum proceeds of $79.4 million and 14,205,684 warrants that are each exercisable until March 3, 2014 to purchase one common share in the Bank at a price of $14.00.
Dividend Reinvestment Plan
The Bank's common shares (TSX: CWB) and preferred shares (TSX: CWB.PR.A) are deemed eligible to participate in CWB's dividend reinvestment plan (the "Plan"). The Plan provides holders of the Bank's eligible shares the opportunity to direct cash dividends toward the purchase of common shares. Further details for the Plan are available on the Bank's website at http://www.cwbankgroup.com/investor_relations/drip.htm. At the current time, for the purposes of the Plan, the Bank has elected to issue common shares from treasury at a 2% discount from the average market price (as defined in the Plan).
Normal Course Issuer Bid
On January 18, 2010, CWB received approval from the Toronto Stock Exchange to initiate a Normal Course Issuer Bid (NCIB) and purchase, for cancellation, up to 748,058 of its warrants. The NCIB commenced January 20, 2010 and will expire January 19, 2011. From January 20 to July 31, 2010, the Bank purchased and cancelled 746,504 warrants at an average purchase price per warrant of $10.92; the aggregate amount of the warrant purchases was charged to retained earnings. A copy of the NCIB news release is available on the Bank's website and on SEDAR at www.sedar.com.
Summary of Quarterly Financial Information
    
                                               2010                    2009
    ------------------------------------------------------------- -----------
    ($ thousands)                   Q3          Q2          Q1          Q4
    -------------------------------------------------------------------------
    Total revenues (teb)      $  111,045  $  110,972  $  100,672  $   90,099
    Total revenues               108,263     108,310      98,109      87,702
    Net income                    46,595      37,884      40,035      30,357
    Earnings per common share
      Basic                         0.64        0.52        0.57        0.42
      Diluted                       0.59        0.47        0.52        0.39
      Diluted cash                  0.60        0.48        0.52        0.39
    Total assets ($ millions)     12,110      12,004      11,642      11,636
    -------------------------------------------------------------------------
                                               2009                    2008
    ------------------------------------------------------------- -----------
    ($ thousands)                   Q3          Q2          Q1          Q4
    -------------------------------------------------------------------------
    Total revenues (teb)      $   85,538  $   75,382  $   76,947  $   74,059
    Total revenues                83,349      73,707      75,361      72,519
    Net income                    28,729      21,580      25,619      24,485
    Earnings per common share
      Basic                         0.39        0.30        0.40        0.39
      Diluted                       0.38        0.30        0.40        0.38
      Diluted cash                  0.38        0.30        0.41        0.38
    Total assets ($ millions)     11,331      11,450      10,907      10,601
    -------------------------------------------------------------------------
    
The financial results for each of the last eight quarters are summarized above. In general, CWB's performance reflects a relatively consistent trend although the second quarter contains three fewer revenue earning days.
The Bank's quarterly financial results are subject to some fluctuation due to its exposure to property and casualty insurance. Insurance operations, which are primarily reflected in other income (refer to Results by Business Segment - Insurance), are subject to seasonal weather conditions, cyclical patterns of the industry and natural catastrophes. Mandatory participation in the Alberta auto risk sharing pools can also result in unpredictable quarterly fluctuations. Quarterly results can also fluctuate due to the recognition of periodic income tax items, as was the case in the current quarter where an income tax recovery and related interest receipt from certain prior period transactions increased net income by approximately $8.3 million.
During the fourth quarter of 2008 and throughout fiscal 2009 the Bank's quarterly net interest income was negatively impacted by compression of the net interest margin that mainly resulted from consecutive reductions in the prime lending interest rate, coupled with significantly higher deposit costs and other spin-off effects of the global financial crisis. Gains on sale of securities, reflected in other income, were unusually high during the same period also mainly due to factors associated with the financial crisis, including a steep interest rate curve and wide credit spreads that allowed the Bank to capitalize on specific investment strategies. In the first quarter of fiscal 2010, net interest margin recovered to more typical levels achieved before the onset of the global financial crisis.
The acquisition of National Leasing was effective February 1, 2010 and the results of its operations and financial position are consolidated as part of the Bank's overall financial performance beginning with the second quarter of 2010 (refer to Results by Business Segment - Banking and trust). The acquisition had a positive impact on all categories in the table above.
For details on variations between the prior quarters, refer to the summary of quarterly results section of the Bank's MD&A for the year ended October 31, 2009 and the individual quarterly reports to shareholders which are available on SEDAR at www.sedar.com and on CWB's website at www.cwbankgroup.com. The 2009 Annual Report and audited consolidated financial statements for the year ended October 31, 2009 are available on both SEDAR and the Bank's website.
Results by Business Segment
CWB operates in two business segments: 1) banking and trust, and 2) insurance. Segmented information is also provided in Note 13 of the unaudited interim consolidated financial statements.
Banking and trust
Operations of the banking and trust segment comprise all commercial and retail banking services including equipment leasing offered by National Leasing, acquired on February 1, 2010. The banking and trust segment also includes trust, wealth management and other financial services provided through Canadian Western Trust Company, Valiant Trust Company and Adroit Investment Management Ltd.
Net income of $43.0 million increased 69% ($17.6 million) compared to the same quarter last year and included the impact of the previously described tax recovery and related interest receipt that increased quarterly net income by approximately $8.3 million. Earnings before income taxes (teb) increased 37% ($13.6 million) as a significant 66 basis point improvement in net interest margin (teb), 11% loan growth and 7% ($1.2 million) growth in other income more than offset the impact of 24% ($9.0 million) higher non-interest expenses and a $2.4 million increase in the provision for credit losses. The change in net interest margin mainly resulted from lower deposit costs, more favourable yields on fixed rate loans including the positive impact of NL, a more favourable deposit mix and lower liquidity levels. Combined growth in credit related fee income, other income contributions from NL and additional categories within other income more than offset a $5.4 million decline in gains on sale of securities. The 'other' category within other income included the $1.2 million interest receipt related to the income tax recovery, a $0.6 million positive net change in fair value on NL's interest rate swaps and retained interests in securitized assets, and lease administration income. The increase in non-interest expenses and the provision for credit losses is largely attributed to the addition of NL. The quarterly efficiency ratio (teb), which measures non-interest expense as a percentage of total revenues (teb), was 44.9%, compared to 47.8% last year.
Compared to the prior quarter, earnings before income taxes (teb) were up $0.2 million as higher net interest income from three additional days, loan growth and a slightly improved net interest margin offset $5.1 million lower other income that included expected reductions in gains on sale of securities and securitization revenues of $2.9 million and $0.7 million, respectively.
On a year-to-date basis, net income increased 64% ($44.5 million) mainly driven by a 69 basis point improvement in net interest margin (teb). Net interest income (teb) was up 43% ($70.5 million) over the same period in 2009 while other income increased 15% ($8.4 million). The positive earnings impact of record total revenues was partially offset by increased non-interest expenses and a higher provision for credit losses. The year-to-date efficiency ratio (teb) was 43.7%, an improvement of 550 basis points.
    
                                For the three months ended
                          -------------------------------------- Change from
                              July 31     April 30      July 31      July 31
    ($ thousands)                2010         2010         2009         2009
    -------------------------------------------------------------------------
    Net interest income
     (teb)                $    83,235  $    78,436  $    59,340           40%
    Other income               19,865       24,951       18,651            7
    -------------------------------------------------------------------------
    Total revenues (teb)      103,100      103,387       77,991           32
    Provision for credit
     losses                     5,806        5,487        3,369           72
    Non-interest expenses      46,305       47,129       37,283           24
    Provision for income
     taxes (teb)                7,890       16,245       11,809          (33)
    Non-controlling
     interest in
     subsidiary                    59           41           50           18
    -------------------------------------------------------------------------
    Net income            $    43,040  $    34,485  $    25,480           69%
    -------------------------------------------------------------------------
    Efficiency ratio (teb)       44.9%        45.6%        47.8%    (290) bp
    Efficiency ratio             46.0         46.7         49.1         (310)
    Net interest margin
     (teb)                       2.77         2.75         2.11           66
    Net interest margin          2.68         2.67         2.04           64
    Average loans
     (millions)(1)        $     9,962  $     9,714  $     9,028           10%
    Average assets
     (millions)(1)             11,935       11,688       11,142            7
    -------------------------------------------------------------------------
                         For the nine months ended
                         -------------------------- Change from
                              July 31      July 31      July 31
    ($ thousands)                2010         2009         2009
    ------------------------------------------------------------
    Net interest income
     (teb)                $   234,290  $   163,840           43%
    Other income               65,432       56,994           15
    ------------------------------------------------------------
    Total revenues (teb)      299,722      220,834           36
    Provision for credit
     losses                    15,006       10,107           48
    Non-interest expenses     131,061      108,574           21
    Provision for income
     taxes (teb)               39,264       32,273           22
    Non-controlling
     interest in
     subsidiary                   176          173            2
    ------------------------------------------------------------
    Net income            $   114,215  $    69,707           64%
    ------------------------------------------------------------
    Efficiency ratio (teb)       43.7%        49.2%    (550) bp
    Efficiency ratio             44.8         50.3         (550)
    Net interest margin
     (teb)                       2.69         2.00           69
    Net interest margin          2.60         1.94           66
    Average loans
     (millions)(1)        $     9,643  $     8,955            8%
    Average assets
     (millions)(1)             11,647       10,959            6
    ------------------------------------------------------------
    bp - basis point change.
    teb - taxable equivalent basis, see definition following Financial
    Highlights table.
    (1) Assets and loans are disclosed on an average daily balance basis.
    
Insurance
The insurance segment is comprised of the operations of Canadian Direct Insurance Incorporated (Canadian Direct or CDI), which provides auto and home insurance to individuals in British Columbia and Alberta.
Canadian Direct reported record quarterly net income of $3.6 million representing a $0.3 million increase from a year ago. The strong results were driven by a 7% increase in net earned premiums, partially offset by higher claims and policy acquisition costs. Growth in net earned premiums reflects a 6% increase in policies outstanding and higher average premiums per policy in the home product lines of business. Increased claims costs included $1.3 million (net of reinsurance) attributed to a severe July hail storm in Alberta. Results also included a positive $0.8 million before tax contribution from Canadian Direct's share of the Alberta auto risk sharing pools (the Pools). The Pools' results reflect a favourable adjustment to claims reserves due to revised actuarial assumptions.
Net income was up $0.2 million compared to the previous quarter on the strength of an 8% improvement in net earned premiums. Net earned premiums increased across all product lines reflecting policy growth and three additional days this quarter. Revenue growth more than offset the earnings impact of higher claims experience resulting from the Alberta hail storm. The Pools' before tax contribution of $0.8 million was $0.6 million higher than the previous quarter.
Year-to-date net income of $10.3 million represented a 66% ($4.1 million) increase from the same period last year. Absent the impact of the Pools, the year-over-year increase in net income was 39% ($2.3 million) reflecting 8% growth in net earned premiums and an improvement in net claims expense.
On July 29, 2010, the Alberta Insurance Rate Board mandated that all insurers implement a 5% rate reduction on basic coverage on private passenger vehicles in Alberta. The order will go into effect November 1, 2010 and will have a negative impact on revenues for the Alberta auto line of business.
    
                                 For the three months ended
                          -------------------------------------- Change from
                              July 31     April 30      July 31      July 31
    ($ thousands)                2010         2010         2009         2009
    -------------------------------------------------------------------------
    Net interest income
     (teb)                $     1,785  $     1,696  $     1,594           12%
    -------------------------------------------------------------------------
    Other income (net)
      Net earned premiums      28,858       26,627       26,895            7
      Commissions and
       processing fees            606          546          741          (18)
      Net claims and
       adjustment expenses    (17,023)     (15,784)     (16,660)           2
      Policy acquisition
       costs                   (6,307)      (5,868)      (5,181)          22
    -------------------------------------------------------------------------
    Insurance revenues
     (net)                      6,134        5,521        5,795            6
    Gains on sale of
     securities                    26          368          158          (84)
    -------------------------------------------------------------------------
    Total revenues (net)
     (teb)                      7,945        7,585        7,547            5
    Non-interest expenses       2,995        2,831        2,927            2
    Provision for income
     taxes (teb)                1,395        1,355        1,371            2
    -------------------------------------------------------------------------
    Net income            $     3,555  $     3,399  $     3,249            9%
    -------------------------------------------------------------------------
    Policies outstanding
     (No.)                    182,961      180,289      172,979            6
    Gross written
     premiums             $    35,701  $    30,531  $    33,067            8
    Claims loss ratio(1)           59%          59%          62%    (300) bp
    Expense ratio(2)               30           31           27          300
    Combined ratio(3)              89           90           89            -
    Alberta auto risk
     sharing pools
     impact on net income
     before tax           $       784  $       221  $       557           41%
    Average total assets
     (millions)                   216          210          200            8
    -------------------------------------------------------------------------
                         For the nine months ended
                         -------------------------- Change from
                              July 31      July 31      July 31
    ($ thousands)                2010         2009         2009
    ------------------------------------------------------------
    Net interest income
     (teb)                $     5,168  $     4,502           15%
    ------------------------------------------------------------
    Other income (net)
      Net earned premiums      82,816       76,990            8
      Commissions and
       processing fees          1,770        2,155          (18)
      Net claims and
       adjustment expenses    (49,797)     (51,437)          (3)
      Policy acquisition
       costs                  (17,464)     (15,603)          12
    ------------------------------------------------------------
    Insurance revenues
     (net)                     17,325       12,105           43
    Gains on sale of
     securities                   474          426           11
    ------------------------------------------------------------
    Total revenues (net)
     (teb)                     22,967       17,033           35
    Non-interest expenses       8,447        8,035            5
    Provision for income
     taxes (teb)                4,221        2,777           52
    ------------------------------------------------------------
    Net income            $    10,299  $     6,221           66%
    ------------------------------------------------------------
    Policies outstanding
     (No.)                    182,961      172,979            6
    Gross written
     premiums             $    90,564  $    85,290            6
    Claims loss ratio(1)           60%          67%    (700) bp
    Expense ratio(2)               29           28          100
    Combined ratio(3)              89           95         (600)
    Alberta auto risk
     sharing pools
     impact on net income
     before tax           $     2,918  $       430          579%
    Average total assets
     (millions)                   213          193           10
    ------------------------------------------------------------
    bp - basis point change.
    teb - taxable equivalent basis, see definition following Financial
    Highlights table.
    (1) Net claims and adjustment expenses as a percentage of net earned
        premiums.
    (2) Policy acquisition costs and non-interest expenses net of commissions
        and processing fees as a percentage of net earned premiums.
    (3) Sum of the claims loss and expense ratios.
    
Fiscal 2010 Minimum Targets and Outlook
The minimum performance targets established for the 2010 fiscal year together with CWB's actual performance are presented in the table below:
    
                                                -----------------------------
                                                       2010         2010
                                                     Minimum    Year-to-date
                                                     Targets   Performance(1)
    -------------------------------------------------------------------------
    Net income growth(2)                                12%          64%
    -------------------------------------------------------------------------
    Total revenue (teb) growth                          12%          36%
    -------------------------------------------------------------------------
    Loan growth                                         10%          11%
    -------------------------------------------------------------------------
    Provision for credit losses as a percentage
     of average loans                             0.15% - 0.20%     0.21%
    -------------------------------------------------------------------------
    Efficiency ratio (teb)                              48%         43.2%
    -------------------------------------------------------------------------
    Return on common equity(3)                          13%         17.8%
    -------------------------------------------------------------------------
    Return on assets(4)                                0.90%        1.28%
    -------------------------------------------------------------------------
    (1) 2010 year-to-date performance for earnings and revenue growth is the
        current year results over the same period in the prior year, loan
        growth is the increase over the past twelve months, and performance
        for ratio targets is the current year-to-date results annualized.
    (2) Net income, before preferred share dividends.
    (3) Return on common equity calculated as annualized net income after
        preferred share dividends divided by average common shareholders'
        equity.
    (4) Return on assets calculated as annualized net income after preferred
        share dividends divided by average total assets.
    
CWB is ahead of its 2010 minimum revenue growth and profitability targets by a considerable margin. Results reflect the robust recovery in net interest margin early in the year and generally strong results across banking, trust and insurance. The second quarter acquisition of National Leasing further augmented net interest margin and also impacted other key performance metrics, most notably the provision for credit losses and loan growth. National Leasing's portfolio earns a relatively high yield that is accompanied by increased loan losses compared to the Bank's core lending business. As stated in the prior quarter, the 2010 provision for credit losses is now expected to be 20 to 25 basis points of average loans. The rate of organic loan growth increased compared to prior quarters and the Bank now expects to achieve or surpass the 2010 target of 10%. While management will maintain expenditures necessary for effective execution of CWB's strategic plan, the 2010 efficiency ratio should also be much better than the 2010 target.
Canada's economic fundamentals appear to be improving despite ongoing uncertainty about the strength of the global economic recovery. Although management believes the level of gross impaired loans will continue to fluctuate, actual loan losses are expected to remain within acceptable levels. The Bank intends to continue to build market share while maintaining its focus on high quality loans that offer a fair and profitable return on investment. Continued growth is expected from each company within the CWB Group and the ongoing development of these businesses will remain a key priority to build value for shareholders and further diversify operations. While there are still some challenges and global economic uncertainties, the outlook for 2010 and beyond is positive.
This management's discussion and analysis is dated September 1, 2010.
Taxable Equivalent Basis (teb)
Most banks analyze revenue on a taxable equivalent basis to permit uniform measurement and comparison of net interest income. Net interest income (as presented in the consolidated statement of income) includes tax-exempt income on certain securities. Since this income is not taxable, the rate of interest or dividends received is significantly lower than would apply to a loan or security of the same amount. The adjustment to taxable equivalent basis increases interest income and the provision for income taxes to what they would have been had the tax-exempt securities been taxed at the statutory rate. The taxable equivalent basis does not have a standardized meaning prescribed by GAAP and, therefore, may not be comparable to similar measures presented by other banks. Total revenues, net interest income and income taxes are discussed on a taxable equivalent basis throughout this quarterly report to shareholders.
Non-GAAP Measures
Taxable equivalent basis, diluted cash earnings per common share, return on common shareholders' equity, return on assets, efficiency ratio, net interest margin, tangible common equity to risk-weighted assets, Tier 1 and total capital adequacy ratios, average balances, claims loss ratio, expense ratio and combined ratio do not have standardized meanings prescribed by generally accepted accounting principles (GAAP) and therefore may not be comparable to similar measures presented by other financial institutions. The non-GAAP measures used in this MD&A are calculated as follows:
    
    -   taxable equivalent basis - described above;
    -   diluted cash earnings per common share - diluted earnings per common
        share excluding the amortization of acquisition-related intangible
        assets;
    -   return on common shareholders' equity - net income less preferred
        share dividends divided by average shareholder's equity;
    -   return on assets - net income less preferred share dividends divided
        by average total assets;
    -   efficiency ratio - non-interest expenses divided by total revenues
        (net interest income plus other income);
    -   net interest margin - net interest income divided by average total
        assets;
    -   tangible common equity to risk-weighted assets - shareholders' equity
        less subsidiary goodwill divided by risk-weighted assets, calculated
        in accordance with guidelines issued by the Office of the
        Superintendent of Financial Institutions Canada (OSFI);
    -   Tier 1 and total capital adequacy ratios - in accordance with
        guidelines issued by OSFI;
    -   average balances - average daily balances;
    -   claims loss ratio - net insurance claims and adjustment expenses as a
        percentage of net earned premiums;
    -   expense ratio - policy acquisition costs and non-interest expenses
        net of commissions and processing fees as a percentage of net earned
        premiums; and
    -   combined ratio - sum of the claims loss and expense ratios.
    
Forward-looking Statements
From time to time, Canadian Western Bank (the Bank) makes written and verbal forward-looking statements. Statements of this type are included in the Annual Report and reports to shareholders and may be included in filings with Canadian securities regulators or in other communications such as press releases and corporate presentations. Forward-looking statements include, but are not limited to, statements about the Bank's objectives and strategies, targeted and expected financial results and the outlook for the Bank's businesses or for the Canadian economy. Forward-looking statements are typically identified by the words "believe", "expect", "anticipate", "intend", "estimate", "may increase", "may impact" and other similar expressions, or future or conditional verbs such as "will", "should", "would" and "could."
By their very nature, forward-looking statements involve numerous assumptions. A variety of factors, many of which are beyond the Bank's control, may cause actual results to differ materially from the expectations expressed in the forward-looking statements. These factors include, but are not limited to, general business and economic conditions in Canada including the volatility and lack of liquidity in financial markets, fluctuations in interest rates and currency values, changes in monetary policy, changes in economic and political conditions, regulatory and legal developments, the level of competition in the Bank's markets, the occurrence of weather-related and other natural catastrophes, changes in accounting standards and policies, the accuracy of and completeness of information the Bank receives about customers and counterparties, the ability to attract and retain key personnel, the ability to complete and integrate acquisitions, reliance on third parties to provide components of the Bank's business infrastructure, changes in tax laws, technological developments, unexpected changes in consumer spending and saving habits, timely development and introduction of new products, and management's ability to anticipate and manage the risks associated with these factors. It is important to note that the preceding list is not exhaustive of possible factors.
These and other factors should be considered carefully and readers are cautioned not to place undue reliance on these forward-looking statements as a number of important factors could cause the Bank's actual results to differ materially from the expectations expressed in such forward looking statements. Unless required by securities law, the Bank does not undertake to update any forward-looking statement, whether written or verbal, that may be made from time to time by it or on its behalf.
Assumptions about the performance of the Canadian economy in 2010 and how it will affect CWB's businesses are material factors the Bank considers when setting its objectives. In setting minimum performance targets for fiscal 2010, management's expectations assumed: moderate economic growth in Canada aided by positive relative performance in the four western provinces; stable or slightly higher energy and commodity prices; sound credit quality with actual losses remaining within the Bank's range of acceptable levels; modest inflationary pressures; and, an improved net interest margin resulting from lower deposit costs, a stable prime lending interest rate, favourable yields on both new lending facilities and renewed accounts, and relatively stable investment returns reflecting high quality assets held in the securities portfolio, partially offset by a reduction in the level of gains on the sale of securities compared to fiscal 2009. Through the first nine months of fiscal 2010, very strong results reflect a significant recovery in net interest margin that materialized more quickly than management anticipated and a further positive impact from the February 1st acquisition of National Leasing Group Inc. Gains on sale of securities were also much higher than management expected at the onset of fiscal 2010. The provision for credit losses measured as a percentage of average loans reflects higher inherent losses in the portfolio of National Leasing Group Inc. due to the nature of its business.
    
    -------------------------------------------------------------------------
    Consolidated Statements of Income
    -------------------------------------------------------------------------
                                 For the three months ended
    (unaudited)           -------------------------------------- Change from
    ($ thousands, except      July 31     April 30      July 31      July 31
     per share amounts)          2010         2010         2009         2009
    -------------------------------------------------------------------------
    Interest Income
      Loans               $   131,779  $   123,830  $   112,275           17%
      Securities               10,156        9,426       11,124           (9)
      Deposits with
       regulated financial
       institutions             1,082        1,443        3,103          (65)
    -------------------------------------------------------------------------
                              143,017      134,699      126,502           13
    -------------------------------------------------------------------------
    Interest Expense
      Deposits                 56,373       52,858       62,490          (10)
      Subordinated
       debentures               4,406        4,371        5,267          (16)
    -------------------------------------------------------------------------
                               60,779       57,229       67,757          (10)
    -------------------------------------------------------------------------
    Net Interest Income        82,238       77,470       58,745           40
    Provision for Credit
     Losses (Note 5)            5,806        5,487        3,369           72
    -------------------------------------------------------------------------
    Net Interest Income
     after Provision for
     Credit Losses             76,432       71,983       55,376           38
    -------------------------------------------------------------------------
    Other Income
      Credit related            8,149        8,496        6,155           32
      Insurance, net
       (Note 2)                 6,134        5,521        5,795            6
      Trust and wealth
       management services      4,260        4,499        3,557           20
      Retail services           2,250        2,332        1,781           26
      Gains on sale of
       securities                 840        4,072        6,399          (87)
      Securitization
       revenue                  1,238        1,911            -           nm
      Foreign exchange
       gains                      620          676          876          (29)
      Other                     2,534        3,333           41           nm
    -------------------------------------------------------------------------
                               26,025       30,840       24,604            6
    -------------------------------------------------------------------------
    Net Interest and
     Other Income             102,457      102,823       79,980           28
    -------------------------------------------------------------------------
    Non-Interest Expenses
      Salaries and
       employee benefits       32,763       32,681       26,977           21
      Premises and
       equipment                8,008        7,983        6,478           24
      Other expenses            8,128        8,901        6,263           30
      Provincial capital
       taxes                      401          395          492          (18)
    -------------------------------------------------------------------------
                               49,300       49,960       40,210           23
    -------------------------------------------------------------------------
    Net Income before
     Income Taxes and
     Non-Controlling
     Interest in
     Subsidiary                53,157       52,863       39,770           34
    Income Taxes                6,503       14,938       10,991          (41)
    -------------------------------------------------------------------------
                               46,654       37,925       28,779           62
    Non-Controlling
     Interest in
     Subsidiary                    59           41           50           18
    -------------------------------------------------------------------------
    Net Income            $    46,595  $    37,884  $    28,729           62%
    -------------------------------------------------------------------------
    Preferred share
     dividends (Note 8)   $     3,802  $     3,802  $     3,802            -%
    Net income available
     to common
     shareholders              42,793       34,082       24,927           72
    -------------------------------------------------------------------------
    Average number of
     common shares
     (in thousands)            66,376       66,144       63,654            4
    Average number of
     diluted common shares
     (in thousands)            73,146       72,670       65,439           12
    -------------------------------------------------------------------------
    Earnings Per Common
     Share
      Basic               $      0.64  $      0.52  $      0.39           64
      Diluted                    0.59         0.47         0.38           55
    -------------------------------------------------------------------------
                         For the nine months ended
    (unaudited)          -------------------------- Change from
    ($ thousands, except      July 31      July 31      July 31
     per share amounts)          2010         2009         2009
    ------------------------------------------------------------
    Interest Income
      Loans               $   372,450  $   339,371           10%
      Securities               30,520       32,798           (7)
      Deposits with
       regulated financial
       institutions             4,629       10,410          (56)
    ------------------------------------------------------------
                              407,599      382,579            7
    ------------------------------------------------------------
    Interest Expense
      Deposits                162,801      204,054          (20)
      Subordinated
       debentures              13,347       15,633          (15)
    ------------------------------------------------------------
                              176,148      219,687          (20)
    ------------------------------------------------------------
    Net Interest Income       231,451      162,892           42
    Provision for Credit
     Losses (Note 5)           15,006       10,107           48
    ------------------------------------------------------------
    Net Interest Income
     after Provision for
     Credit Losses            216,445      152,785           42
    ------------------------------------------------------------
    Other Income
      Credit related           23,923       17,219           39
      Insurance, net
       (Note 2)                17,325       12,105           43
      Trust and wealth
       management services     13,229       11,339           17
      Retail services           6,598        5,538           19
      Gains on sale of
       securities              11,409       21,122          (46)
      Securitization
       revenue                  3,149            -           nm
      Foreign exchange
       gains                    1,731        2,098          (17)
      Other                     5,867          104           nm
    ------------------------------------------------------------
                               83,231       69,525           20
    ------------------------------------------------------------
    Net Interest and
     Other Income             299,676      222,310           35
    ------------------------------------------------------------
    Non-Interest Expenses
      Salaries and
       employee benefits       91,834       77,401           19
      Premises and
       equipment               23,019       19,034           21
      Other expenses           23,549       18,742           26
      Provincial capital
       taxes                    1,106        1,432          (23)
    ------------------------------------------------------------
                              139,508      116,609           20
    ------------------------------------------------------------
    Net Income before
     Income Taxes and
     Non-Controlling
     Interest in
     Subsidiary               160,168      105,701           52
    Income Taxes               35,478       29,600           20
    ------------------------------------------------------------
                              124,690       76,101           64
    Non-Controlling
     Interest in
     Subsidiary                   176          173            2
    ------------------------------------------------------------
    Net Income            $   124,514  $    75,928           64%
    ------------------------------------------------------------
    Preferred share
     dividends (Note 8)   $    11,405  $     6,260           82%
    Net income available
     to common
     shareholders             113,109       69,668           62
    ------------------------------------------------------------
    Average number of
     common shares
     (in thousands)            65,476       63,541            3
    Average number of
     diluted common shares
     (in thousands)            71,963       64,222           12
    ------------------------------------------------------------
    Earnings Per Common
     Share
      Basic               $      1.73  $      1.10           57
      Diluted                    1.57         1.08           45
    ------------------------------------------------------------
    nm - not meaningful.
    The accompanying notes are an integral part of the interim consolidated
    financial statements.
    -------------------------------------------------------------------------
    Consolidated Balance Sheets
    -------------------------------------------------------------------------
                                                                      Change
                       As at        As at        As at        As at     from
    (unaudited)      July 31     April 30   October 31      July 31  July 31
    ($ thousands)       2010         2010         2009         2009     2009
    -------------------------------------------------------------------------
    Assets
    Cash Resources
      Cash and non-
       interest
       bearing
       deposits
       with
       financial
       institu-
       tions     $    20,348  $    15,343  $    17,447  $    38,297     (47)%
      Interest
       bearing
       deposits
       with
       regulated
       financial
       institutions
       (Note 3)      182,808      188,705      266,980      357,057      (49)
      Cheques and
       other items
       in transit      4,984          633       12,677            -       nm
    -------------------------------------------------------------------------
                     208,140      204,681      297,104      395,354      (47)
    -------------------------------------------------------------------------
    Securities
     (Note 3)
      Issued or
       guaranteed
       by Canada     392,688      508,267      854,457      611,644      (36)
      Issued or
       guaranteed
       by a province
       or munici-
       pality         73,132      103,318      253,143      334,370      (78)
      Other
       securities    803,358      762,760      783,809      656,029       22
    -------------------------------------------------------------------------
                   1,269,178    1,374,345    1,891,409    1,602,043      (21)
    -------------------------------------------------------------------------
    Securities
     Purchased
     Under
     Resale
     Agreements      220,122      247,682            -            -       nm
    -------------------------------------------------------------------------
    Loans (Notes
     4 and 6)
      Residential
       mortgages   2,318,665    2,292,578    2,282,475    2,100,432       10
      Other loans  7,861,947    7,650,477    7,029,177    7,111,545       11
    -------------------------------------------------------------------------
                  10,180,612    9,943,055    9,311,652    9,211,977       11
      Allowance
       for credit
       losses
       (Note 5)      (75,746)     (76,386)     (75,459)     (74,214)       2
    -------------------------------------------------------------------------
                  10,104,866    9,866,669    9,236,193    9,137,763       11
    -------------------------------------------------------------------------
    Other
      Land,
       buildings
       and
       equipment      61,709       57,859       39,252       31,738       94
      Goodwill        37,438       37,191        9,360        9,360      300
      Other
       intangible
       assets         44,677       45,618        6,465        6,801      557
      Insurance
       related        58,914       55,254       55,932       55,500        6
      Derivative
       related
       (Note 7)           83          231        2,334        4,081      (98)
      Other assets   105,046      114,751       97,823       88,737       18
    -------------------------------------------------------------------------
                     307,867      310,904      211,166      196,217       57
    -------------------------------------------------------------------------
    Total Assets $12,110,173  $12,004,281  $11,635,872  $11,331,377        7%
    -------------------------------------------------------------------------
    Liabilities
     and Share-
     holders'
     Equity
    Deposits
      Payable on
       demand    $   519,565  $   530,995  $   359,176  $   395,128       31%
      Payable
       after
       notice      2,986,572    2,963,594    2,778,601    2,239,682       33
      Payable on
       a fixed
       date        6,645,905    6,585,454    6,374,461    6,653,999        -
      Deposit
       from
       Canadian
       Western
       Bank
       Capital
       Trust         105,000      105,000      105,000      105,000        -
    -------------------------------------------------------------------------
                  10,257,042   10,185,043    9,617,238    9,393,809        9
    -------------------------------------------------------------------------
    Other
      Cheques and
       other items
       in transit     31,728       34,565       41,964       27,472       15
      Insurance
       related       144,198      135,482      145,509      138,996        4
      Derivative
       related
       (Note 7)        1,080          745           74          164      559
      Securities
       sold under
       repurchase
       agreements          -            -      300,242      246,794       nm
      Other
       liabilities   243,010      256,335      169,346      182,910       33
    -------------------------------------------------------------------------
                     420,016      427,127      657,135      596,336      (30)
    -------------------------------------------------------------------------
    Subordinated
     Debentures
      Conventional   315,000      315,000      375,000      375,000      (16)
    -------------------------------------------------------------------------
    Shareholders'
     Equity
      Preferred
       shares
       (Note 8)      209,750      209,750      209,750      209,750        -
      Common
       shares
       (Note 8)      276,930      274,223      226,480      224,405       23
      Contributed
       surplus        21,225       20,630       19,366       18,708       13
      Retained
       earnings      595,026      566,989      511,784      492,274       21
      Accumulated
       other
       comprehensive
       income         15,184        5,519       19,119       21,095      (28)
    -------------------------------------------------------------------------
                   1,118,115    1,077,111      986,499      966,232       16
    -------------------------------------------------------------------------
    Total
     Liabilities
     and
     Shareholders'
     Equity      $12,110,173  $12,004,281  $11,635,872  $11,331,377        7%
    -------------------------------------------------------------------------
    Contingent Liabilities and Commitments (Note 10)
    nm - not meaningful.
    The accompanying notes are an integral part of the interim consolidated
    financial statements.
    -------------------------------------------------------------------------
    Consolidated Statements of Changes in Shareholders' Equity
    -------------------------------------------------------------------------
                                                   For the nine months ended
                                                  ---------------------------
    (unaudited)                                         July 31      July 31
    ($ thousands)                                          2010         2009
    -------------------------------------------------------------------------
    Retained Earnings
    Balance at beginning of period                  $   511,784  $   448,203
      Net income                                        124,514       75,928
      Dividends - Preferred shares                      (11,405)      (6,260)
                - Common shares                         (21,607)     (20,969)
      Warrants purchased under normal course
       issuer bid (Note 8)                               (8,155)           -
      Issuance costs on common shares                      (105)           -
      Issuance costs on preferred units                       -       (4,628)
    -------------------------------------------------------------------------
    Balance at end of period                            595,026      492,274
    -------------------------------------------------------------------------
    Accumulated Other Comprehensive Income (Loss)
    Balance at beginning of period                       19,119       (5,203)
      Other comprehensive income                         (3,935)      26,298
    -------------------------------------------------------------------------
    Balance at end of period                             15,184       21,095
    -------------------------------------------------------------------------
    Total retained earnings and accumulated
     other comprehensive income                         610,210      513,369
    -------------------------------------------------------------------------
    Preferred Shares (Note 8)
    Balance at beginning of period                      209,750            -
      Issued during the period                                -      209,750
    -------------------------------------------------------------------------
    Balance at end of period                            209,750      209,750
    -------------------------------------------------------------------------
    Common Shares (Note 8)
    Balance at beginning of period                      226,480      221,914
      Issued on acquisition (Note 15)                    42,582            -
      Issued on exercise of options                       3,359        1,306
      Issued under dividend reinvestment plan             2,423            -
      Transferred from contributed surplus on
       exercise or exchange of options                    1,926        1,185
      Issued on exercise of warrants                        160            -
    -------------------------------------------------------------------------
    Balance at end of period                            276,930      224,405
    -------------------------------------------------------------------------
    Contributed Surplus
    Balance at beginning of period                       19,366       14,234
      Amortization of fair value of options               3,785        5,659
      Transferred to common shares on exercise
       or exchange of options                            (1,926)      (1,185)
    -------------------------------------------------------------------------
    Balance at end of period                             21,225       18,708
    -------------------------------------------------------------------------
    Total Shareholders' Equity                      $ 1,118,115  $   966,232
    -------------------------------------------------------------------------
    -------------------------------------------------------------------------
    Consolidated Statements of Comprehensive Income
    -------------------------------------------------------------------------
                                                                     For the
                        For the three months ended         nine months ended
                        --------------------------- -------------------------
    (unaudited)               July 31      July 31      July 31      July 31
    ($ thousands)                2010         2009         2010         2009
    -------------------------------------------------------------------------
    Net Income            $    46,595  $    28,729  $   124,514  $    75,928
    -------------------------------------------------------------------------
    Other Comprehensive
     Income (Loss), net
     of tax
      Available-for-sale
       securities:
        Gains (losses)
         from change in
         fair value(1)         10,264       14,904        5,647       45,452
        Reclassification
         to other income(2)      (572)      (4,504)      (7,986)     (14,884)
    -------------------------------------------------------------------------
                                9,692       10,400       (2,339)      30,568
    -------------------------------------------------------------------------
      Derivatives designated
       as cash flow hedges:
        Gains (losses) from
         change in fair
         value(3)                   -        2,596           17        8,564
        Reclassification to
         net interest
         income(4)                (27)      (2,429)      (1,613)      (7,424)
        Reclassification to
         other liabilities
         for derivatives
         terminated prior
         to maturity(5)             -            -            -       (5,410)
    -------------------------------------------------------------------------
                                  (27)         167       (1,596)      (4,270)
    -------------------------------------------------------------------------
                                9,665       10,567       (3,935)      26,298
    -------------------------------------------------------------------------
    Comprehensive Income
     for the Period       $    56,260  $    39,296  $   120,579  $   102,226
    -------------------------------------------------------------------------
    (1) Net of income tax expense of $4,163 and $2,198 for the three and nine
        months ended July 31, 2010, respectively (2009 - $6,267 and $19,047).
    (2) Net of income tax benefit of $245 and $3,423 for the three and nine
        months ended July 31, 2010, respectively (2009 - $1,895 and $6,267).
    (3) Net of income tax expense of nil and $7 for the three and nine months
        ended July 31, 2010, respectively (2009 - $1,087 and $3,854).
    (4) Net of income tax benefit of $12 and $672 for the three and nine
        months ended July 31, 2010, respectively (2009 - $1,016 and $3,107).
    (5) Net of income tax benefit of nil for the three and nine months ended
        July 31, 2010 (2009 - nil and $2,264).
    The accompanying notes are an integral part of the interim consolidated
    financial statements.
    -------------------------------------------------------------------------
    Consolidated Statements of Cash Flow
    -------------------------------------------------------------------------
                                                                     For the
                        For the three months ended         nine months ended
                        --------------------------- -------------------------
    (unaudited)               July 31      July 31      July 31      July 31
    ($ thousands)                2010         2009         2010         2009
    -------------------------------------------------------------------------
    Cash Flows from
     Operating Activities
      Net income          $    46,595  $    28,729  $   124,514  $    75,928
      Adjustments to
       determine net
       cash flows:
        Provision for
         credit losses          5,806        3,369       15,006       10,107
        Depreciation and
         amortization           3,882        2,156       10,084        6,441
        Amortization of
         fair value of
         employee stock
         options                1,322        1,078        3,785        5,659
        Future income
         taxes, net             6,134       (6,651)       8,166      (10,963)
        Gain on sale of
         securities, net         (840)      (6,399)     (11,409)     (21,122)
        Accrued interest
         receivable and
         payable, net          19,460       14,970        7,155       30,031
        Current income
         taxes payable, net    (5,805)       8,993      (19,809)       6,946
        Other items, net      (19,201)       2,676       35,436       10,204
    -------------------------------------------------------------------------
                               57,353       48,921      172,928      113,231
    -------------------------------------------------------------------------
    Cash Flows from
     Financing Activities
      Deposits, net            71,998     (319,525)     639,804      148,090
      Common shares issued
       (Note 8)                 1,980          913        5,942        1,306
      Warrants purchased
       under normal course
       issuer bid (Note 8)     (7,457)           -       (8,155)           -
      Dividends               (11,101)     (10,806)     (33,012)     (27,229)
      Issuance costs on
       share capital                -           (2)        (105)      (4,628)
      Long-term debt
       repaid (Note 15)             -            -     (270,630)           -
      Securities sold
       under repurchase
       agreements, net              -      163,326     (300,242)     246,794
      Debentures redeemed           -            -      (60,000)           -
      Preferred units issued        -            -            -      209,750
    -------------------------------------------------------------------------
                               55,420     (166,094)     (26,398)     574,083
    -------------------------------------------------------------------------
    Cash Flows from
     Investing Activities
      Interest bearing
       deposits with
       regulated financial
       institutions, net        5,450      198,030       81,825      116,202
      Securities, purchased  (260,164)    (803,484)  (2,289,513)  (2,319,758)
      Securities, sale
       proceeds               194,021      705,305    2,468,084    1,694,881
      Securities, matured     183,502      160,298      446,693      291,876
      Securities purchased
       under resale
       agreements, net         27,560            -     (220,122)      77,000
      Loans, net             (244,002)     (99,614)    (560,472)    (523,801)
      Land, buildings
       and equipment           (6,476)      (3,237)     (14,050)      (5,352)
      Business acquisition
       (Note 15)                 (471)           -      (53,531)      (6,481)
    -------------------------------------------------------------------------
                             (100,580)     157,298     (141,086)    (675,433)
    -------------------------------------------------------------------------
    Change in Cash and
     Cash Equivalents          12,193       40,125        5,444       11,881
    Cash and Cash
     Equivalents at
     Beginning of Period      (18,589)     (29,300)     (11,840)      (1,056)
    -------------------------------------------------------------------------
    Cash and Cash
     Equivalents at End
     of Period*         $    (6,396) $    10,825  $    (6,396) $    10,825
    -------------------------------------------------------------------------
    * Represented by:
        Cash and non-
         interest bearing
         deposits with
         financial
         institutions     $    20,348  $    38,297  $    20,348  $    38,297
        Cheques and other
         items in transit
         (included in
         Cash Resources)        4,984            -        4,984            -
        Cheques and other
         items in transit
         (included in
         Other Liabilities)   (31,728)     (27,472)     (31,728)     (27,472)
    -------------------------------------------------------------------------
    Cash and Cash
     Equivalents at End
     of Period            $    (6,396) $    10,825  $    (6,396) $    10,825
    -------------------------------------------------------------------------
    Supplemental
     Disclosure of Cash
     Flow Information
      Amount of interest
       paid in the
       period             $    43,609  $    57,240  $   182,003  $   190,201
      Amount of income
       taxes paid in the
       period                   6,174        8,649       47,122       33,617
    -------------------------------------------------------------------------
    The accompanying notes are an integral part of the interim consolidated
    financial statements.
    -------------------------------------------------------------------------
    Notes to Interim Consolidated Financial Statements
    -------------------------------------------------------------------------
        (unaudited)
        ($ thousands, except per share amounts)
    1.  Summary of Significant Accounting Policies
        Basis of Presentation
        These unaudited interim consolidated financial statements have been
        prepared in accordance with Canadian generally accepted accounting
        principles (GAAP), including the accounting requirements of the
        Office of the Superintendent of Financial Institutions Canada (OSFI),
        using the same accounting policies as the audited consolidated
        financial statements for the year ended October 31, 2009. Under
        Canadian GAAP, additional disclosures are required in annual
        financial statements and accordingly, these unaudited interim
        consolidated financial statements should be read in conjunction with
        the audited consolidated financial statements for the year ended
        October 31, 2009 as set out on pages 66 to 100 of the Bank's 2009
        Annual Report.
    2.  Insurance Revenues, Net
        Insurance revenues, net, as reported in other income on the
        consolidated statement of income is presented net of net claims and
        adjustment expenses and policy acquisition costs.
                                                                For the
                           For the three months ended      nine months ended
                       ------------------------------------------------------
                         July 31   April 30    July 31    July 31    July 31
                            2010       2010       2009       2010       2009
    -------------------------------------------------------------------------
    Net earned
     premiums          $  28,858  $  26,627  $  26,895  $  82,816  $  76,990
    Commissions and
     processing fees         606        546        741      1,770      2,155
    Net claims and
     adjustment
     expenses            (17,023)   (15,784)   (16,660)   (49,797)   (51,437)
    Policy acquisition
     costs                (6,307)    (5,868)    (5,181)   (17,464)   (15,603)
    -------------------------------------------------------------------------
    Total, net        $    6,134  $   5,521  $   5,795  $  17,325  $  12,105
    -------------------------------------------------------------------------
    3.  Securities
        Net unrealized gains (losses) reflected on the balance sheet follow:
                                               As at       As at       As at
                                             July 31    April 30  October 31
                                                2010        2010        2009
        ---------------------------------------------------------------------
        Interest bearing deposits with
         regulated financial institutions  $   2,571   $   3,018   $   7,390
        Securities issued or guaranteed by
          Canada                                (326)     (2,662)      1,594
          A province or municipality             793         506       2,547
        Other debt securities                  3,117       2,913       6,898
        Equity securities
          Preferred shares                    11,948        (835)      5,810
          Common shares                        3,130       4,706         558
        ---------------------------------------------------------------------
        Unrealized gain, net               $  21,233   $   7,646   $  24,797
        ---------------------------------------------------------------------
        The securities portfolio is primarily comprised of high quality debt
        instruments, preferred shares and common shares that are not held for
        trading purposes and, where applicable, are typically held until
        maturity. Fluctuations in value are generally attributed to changes
        in interest rates, market credit spreads and shifts in the interest
        rate curve. Unrealized losses are considered to be other than
        permanent in nature.
    4.  Loans
        The composition of the Bank's loan portfolio by geographic region and
        industry sector follow:
                   British              Saskat-
    ($ millions)  Columbia   Alberta    chewan  Manitoba     Other     Total
    -------------------------------------------------------------------------
    Loans to
     Individuals
      Residential
       mort-
       gages(2)    $   969   $   998   $   135   $    65   $   152   $ 2,319
      Other loans       69        99        14         4         1       187
    -------------------------------------------------------------------------
                     1,038     1,097       149        69       153     2,506
    -------------------------------------------------------------------------
    Loans to
     Businesses
      Commercial       781     1,408       108        91       290     2,678
      Construction
       and real
       estate(3)     1,254     1,480       226        69       180     3,209
      Equipment
       financing       324       680       104        52       382     1,542
      Energy             -       246         -         -         -       246
    -------------------------------------------------------------------------
                     2,359     3,814       438       212       852     7,675
    -------------------------------------------------------------------------
    Total Loans(1) $ 3,397   $ 4,911   $   587   $   281   $ 1,005   $10,181
    -------------------------------------------------------------------------
    Composition
     Percentage
      July 31, 2010    33%       48%        6%        3%       10%      100%
      April 30, 2010   34%       48%        6%        3%        9%      100%
      October 31,
       2009            35%       50%        5%        3%        7%      100%
    -------------------------------------------------------------------------
                   July 31    April 30  October 31
                      2010        2010        2009
               Composition Composition Composition
                Percentage  Percentage  Percentage
    -----------------------------------------------
    Loans to
     Individuals
      Residential
       mort-
       gages(2)        23%       23%       25%
      Other loans        2         2         2
    -----------------------------------------------
                        25        25        27
    -----------------------------------------------
    Loans to
     Businesses
      Commercial        26        26        27
      Construction
       and real
       estate(3)        32        32        31
      Equipment
       financing        15        15        13
      Energy             2         2         2
    -----------------------------------------------
                        75        75        73
    -----------------------------------------------
    Total Loans(1)    100%      100%      100%
    -----------------------------------------------
    Composition
     Percentage
      July 31, 2010
      April 30, 2010
      October 31,
       2009
    -----------------------------------------------
    (1) This table does not include an allocation for credit losses or
        deferred revenue and premiums.
    (2) Includes single- and multi-unit residential mortgages and project
        (interim) mortgages on residential property.
    (3) Includes commercial term mortgages and project (interim) mortgages
        for non-residential property.
    5.  Allowance for Credit Losses
        The following table shows the changes in the allowance for credit
        losses:
                                            For the three months ended
                                                  July 31, 2010
                                     ----------------------------------------
                                                       General
                                                     Allowance
                                        Specific    for Credit
                                       Allowance        Losses         Total
    -------------------------------------------------------------------------
    Balance at beginning of period   $    18,381   $    58,005   $    76,386
    Allowance acquired (Note 15)               -             -             -
    Provision for credit losses            4,772         1,034         5,806
    Write-offs                            (6,633)            -        (6,633)
    Recoveries                               187             -           187
    -------------------------------------------------------------------------
    Balance at end of period         $    16,707   $    59,039   $    75,746
    -------------------------------------------------------------------------
                                            For the three months ended
                                                  April 30, 2010
                                     ----------------------------------------
                                                       General
                                                     Allowance
                                        Specific    for Credit
                                       Allowance        Losses         Total
    -------------------------------------------------------------------------
    Balance at beginning of period   $    13,531   $    59,039   $    72,570
    Allowance acquired (Note 15)           2,596         4,172         6,768
    Provision for credit losses           10,693        (5,206)        5,487
    Write-offs                            (8,530)            -        (8,530)
    Recoveries                                91             -            91
    -------------------------------------------------------------------------
    Balance at end of period         $    18,381   $    58,005   $    76,386
    -------------------------------------------------------------------------
                                            For the three months ended
                                                  July 31, 2009
                                     ----------------------------------------
                                                       General
                                                     Allowance
                                        Specific    for Credit
                                       Allowance        Losses         Total
    -------------------------------------------------------------------------
    Balance at beginning of period   $    14,084   $    61,015   $    75,099
    Provision for credit losses            3,168           201         3,369
    Write-offs                            (4,455)            -        (4,455)
    Recoveries                               201             -           201
    -------------------------------------------------------------------------
    Balance at end of period         $    12,998   $    61,216   $    74,214
    -------------------------------------------------------------------------
                                            For the nine months ended
                                                  July 31, 2010
                                     ----------------------------------------
                                                       General
                                                     Allowance
                                        Specific    for Credit
                                       Allowance        Losses         Total
    -------------------------------------------------------------------------
    Balance at beginning of period   $    14,306   $    61,153   $    75,459
    Allowance acquired (Note 15)           2,596         4,172         6,768
    Provision for credit losses           21,292        (6,286)       15,006
    Write-offs                           (21,768)            -       (21,768)
    Recoveries                               281             -           281
    -------------------------------------------------------------------------
    Balance at end of period         $    16,707   $    59,039   $    75,746
    -------------------------------------------------------------------------
                                             For the nine months ended
                                                  July 31, 2009
                                     ----------------------------------------
                                                       General
                                                     Allowance
                                        Specific    for Credit
                                       Allowance        Losses         Total
    -------------------------------------------------------------------------
    Balance at beginning of period   $    15,011   $    60,527   $    75,538
    Allowance acquired (Note 15)               -             -             -
    Provision for credit losses            9,418           689        10,107
    Write-offs                           (11,678)            -       (11,678)
    Recoveries                               247             -           247
    -------------------------------------------------------------------------
    Balance at end of period         $    12,998   $    61,216   $    74,214
    -------------------------------------------------------------------------
    6.  Impaired and Past Due Loans
        Outstanding gross loans and impaired loans, net of allowances for
        credit losses, by loan type, are as follows:
                                          As at July 31, 2010
                           --------------------------------------------------
                                             Gross                       Net
                                Gross     Impaired     Specific     Impaired
                               Amount       Amount    Allowance        Loans
    -------------------------------------------------------------------------
    Consumer and personal $ 1,716,898  $    21,517  $     1,739  $    19,778
    Real estate(1)          3,982,290       93,320        4,934       88,386
    Equipment financing     1,789,922       28,163        9,425       18,738
    Commercial              2,691,502        6,976          609        6,367
    -------------------------------------------------------------------------
    Total(2)              $10,180,612  $   149,976  $    16,707      133,269
    ------------------------------------------------------------
    General allowance(3)                                             (59,039)
    -------------------------------------------------------------------------
    Net impaired loans
     after general
     allowance                                                   $    74,230
    -------------------------------------------------------------------------
                                          As at April 30, 2010
                           --------------------------------------------------
                                             Gross                       Net
                                Gross     Impaired     Specific     Impaired
                               Amount       Amount    Allowance        Loans
    -------------------------------------------------------------------------
    Consumer and personal $ 1,618,061  $    19,746  $     1,722  $    18,024
    Real estate(1)          4,077,489      101,228        5,884       95,344
    Equipment financing     1,629,344       21,322        4,897       16,425
    Commercial              2,618,161       24,933        5,878       19,055
    -------------------------------------------------------------------------
    Total(2)              $ 9,943,055  $   167,229  $    18,381      148,848
    ------------------------------------------------------------
    General allowance(3)                                             (58,005)
    -------------------------------------------------------------------------
    Net impaired loans
     after general
     allowance                                                   $    90,843
    -------------------------------------------------------------------------
                                          As at October 31, 2009
                           --------------------------------------------------
                                             Gross                       Net
                                Gross     Impaired     Specific     Impaired
                               Amount       Amount    Allowance        Loans
    -------------------------------------------------------------------------
    Consumer and personal $ 1,452,682  $    14,805  $     1,207  $    13,598
    Real estate(1)          3,909,991       76,643        5,611       71,032
    Equipment financing     1,412,344       26,408        6,196       20,212
    Commercial              2,536,635       20,088        1,292       18,796
    -------------------------------------------------------------------------
    Total(2)              $ 9,311,652  $   137,944  $    14,306      123,638
    ------------------------------------------------------------
    General allowance(3)                                             (61,153)
    -------------------------------------------------------------------------
    Net impaired loans
     after general
     allowance                                                   $    62,485
    -------------------------------------------------------------------------
    (1) Multi-family residential mortgages are included in real estate loans.
    (2) Gross impaired loans includes foreclosed assets with a carrying value
        of $2,081 (April 30, 2010 - $695 and October 31, 2009 - $nil) which
        are held for sale.
    (3) The general allowance for credit risk is not allocated by loan type.
        Outstanding impaired loans, net of allowance for credit losses, by
        provincial location of security, are as follows:
                                                  As at July 31, 2010
                                     ----------------------------------------
                                           Gross                         Net
                                        Impaired      Specific      Impaired
                                          Amount     Allowance         Loans
    -------------------------------------------------------------------------
    Alberta                          $   110,891   $    11,563   $    99,328
    British Columbia                      32,833         2,210        30,623
    Saskatchewan                           2,376         1,004         1,372
    Manitoba                                 500           250           250
    Other                                  3,376         1,680         1,696
    -------------------------------------------------------------------------
    Total                            $   149,976   $    16,707       133,269
    ------------------------------------------------------------
    General allowance(1)                                             (59,039)
    -------------------------------------------------------------------------
    Net impaired loans after
     general allowance                                           $    74,230
    -------------------------------------------------------------------------
                                               As at April 30, 2010
                                     ----------------------------------------
                                           Gross                         Net
                                        Impaired      Specific      Impaired
                                          Amount     Allowance         Loans
    -------------------------------------------------------------------------
    Alberta                          $   111,487   $    12,943   $    98,544
    British Columbia                      32,260         2,379        29,881
    Saskatchewan                           2,002           933         1,069
    Manitoba                                 749           210           539
    Other                                 20,731         1,916        18,815
    -------------------------------------------------------------------------
    Total                            $   167,229   $    18,381       148,848
    ------------------------------------------------------------
    General allowance(1)                                             (58,005)
    -------------------------------------------------------------------------
    Net impaired loans after
     general allowance                                           $    90,843
    -------------------------------------------------------------------------
                                              As at October 31, 2009
                                     ----------------------------------------
                                           Gross                         Net
                                        Impaired      Specific      Impaired
                                          Amount     Allowance         Loans
    -------------------------------------------------------------------------
    Alberta                          $    74,847   $     7,651   $    67,196
    British Columbia                      37,655         5,000        32,655
    Saskatchewan                           1,632           609         1,023
    Manitoba                                 337            23           314
    Other                                 23,473         1,023        22,450
    -------------------------------------------------------------------------
    Total                            $   137,944   $    14,306       123,638
    ------------------------------------------------------------
    General allowance(1)                                             (61,153)
    -------------------------------------------------------------------------
    Net impaired loans after
     general allowance                                           $    62,485
    -------------------------------------------------------------------------
    (1) The general allowance for credit risk is not allocated by province.
        During the three and nine months ended July 31, 2010, interest
        recognized as income on impaired loans totaled $1,085 and $2,689
        respectively (2009 - $468 and $1,400).
        Gross impaired loans exclude certain past due loans where payment of
        interest or principal is contractually in arrears, which are not
        classified as impaired. Details of such past due loans that have not
        been included in the gross impaired amount are as follows:
                                         As at July 31, 2010
                        -----------------------------------------------------
                          1 - 30    31 - 60    61 - 90  More than
                            days       days       days    90 days      Total
    -------------------------------------------------------------------------
    Residential
     mortgages          $  7,606   $  5,953   $  1,281   $    517   $ 15,357
    Other loans            9,757     25,859      1,194          -     36,810
    -------------------------------------------------------------------------
                        $ 17,363   $ 31,812   $  2,475   $    517   $ 52,167
    -------------------------------------------------------------------------
    Total as at
     April 30, 2010     $ 43,552   $  5,090   $    484   $    456   $ 49,582
    -------------------------------------------------------------------------
    Total as at
     October 31, 2009   $ 27,533   $ 29,272   $  4,694   $      -   $ 61,499
    -------------------------------------------------------------------------
    7.  Derivative Financial Instruments
        The Bank designates certain derivative financial instruments as
        either a hedge of the fair value of recognized assets or liabilities
        or firm commitments (fair value hedges), or a hedge of highly
        probable future cash flows attributable to a recognized asset or
        liability or a forecasted transaction (cash flow hedges). On an
        ongoing basis, the Bank assesses whether the derivatives that are
        used in hedging transactions are effective in offsetting changes in
        fair values or cash flows of the hedged items. If a hedging
        transaction becomes ineffective or if the derivative is not
        designated as a cash flow hedge, any subsequent change in the fair
        value of the hedging instrument is recognized in earnings. Prior to
        February 1, 2010, all interest rate swaps were designated as cash
        flow hedges. Subsequent to February 1, 2010 with the acquisition of
        National Leasing (see Note 15), the Bank has interest rate swaps not
        designated as hedges. As at July 31, 2010, all interest rate swaps
        designated as cash flow hedges have matured.
        For the three and nine months ended July 31, 2010, a net unrealized
        after tax gain of $nil and $17 respectively (2009 - $2,596 and
        $8,564) was recorded in other comprehensive income for changes in
        fair value of the effective portion of derivatives designated as cash
        flow hedges, and $nil (2009 - $nil) was recorded in other income for
        changes in fair value of the ineffective portion of derivatives
        classified as cash flow hedges. Amounts accumulated in other
        comprehensive income are reclassified to net income in the same
        period that interest on certain floating rate loans (i.e. the hedged
        items) affect income. For the three and nine months ended July 31,
        2010, a net gain after tax of $27 and $1,613 respectively (2009 -
        $2,429 and $7,424) was reclassified to net income. A net gain of $nil
        (2009 - $2,958) after tax recorded in accumulated other comprehensive
        income as at July 31, 2010 is expected to be reclassified to net
        income in the next twelve months and will offset variable cash flows
        from floating rate loans.
        The following table shows the notional value outstanding for
        derivative financial instruments and the related fair value:
                                                   As at July 31, 2010
                                       --------------------------------------
                                          Notional     Positive     Negative
                                            Amount   Fair Value   Fair Value
    -------------------------------------------------------------------------
    Interest rate swaps not designated
     as hedges(1)                      $    52,490  $         -  $     1,013
    Interest rate swaps designated as
     cash flow hedges                            -            -            -
    Equity contracts(2)                        500            -            1
    Foreign exchange contracts(3)           43,270           83           64
    Embedded derivatives in
     equity-linked deposits(2)                 n/a            -            2
    Other forecasted transactions                -            -            -
    -------------------------------------------------------------------------
    Derivative related amounts                      $        83  $     1,080
    -------------------------------------------------------------------------
                                                   As at April 30, 2010
                                       --------------------------------------
                                          Notional     Positive     Negative
                                            Amount   Fair Value   Fair Value
    -------------------------------------------------------------------------
    Interest rate swaps not designated
     as hedges(1)                      $    60,910  $         -  $       687
    Interest rate swaps designated as
     cash flow hedges                       25,000           39            -
    Equity contracts(2)                        500            3            -
    Foreign exchange contracts(3)           49,004          189           54
    Embedded derivatives in
     equity-linked deposits(2)                 n/a            -            4
    Other forecasted transactions                -            -            -
    -------------------------------------------------------------------------
    Derivative related amounts                      $       231  $       745
    -------------------------------------------------------------------------
                                                   As at October 31, 2009
                                       --------------------------------------
                                          Notional     Positive     Negative
                                            Amount   Fair Value   Fair Value
    -------------------------------------------------------------------------
    Interest rate swaps not designated
     as hedges                         $         -  $         -  $         -
    Interest rate swaps designated as
     cash flow hedges                      235,000        2,265            -
    Equity contracts                         2,000            -           33
    Foreign exchange contracts               2,496           44           41
    Embedded derivatives in equity-
     linked deposits                           n/a           25            -
    Other forecasted transactions                -            -            -
    -------------------------------------------------------------------------
    Derivative related amounts                      $     2,334  $        74
    -------------------------------------------------------------------------
    (1) Interest rate swaps not designated as hedges outstanding at July 31,
        2010 mature between August 2010 and April 2014.
    (2) Equity contract and equity-linked deposits outstanding at July 31,
        2010 mature March 2011.
    (3) Foreign exchange contracts outstanding at July 31, 2010 mature
        between August 2010 and June 2011.
    n/a - not applicable.
        There were no forecasted transactions that failed to occur during the
        three and nine months ended July 31, 2010.
    8.  Capital Stock
        Share Capital
                                        For the nine months ended
                          ---------------------------------------------------
                                  July 31, 2010            July 31, 2009
                          ---------------------------------------------------
                            Number of                 Number of
                               Shares       Amount       Shares       Amount
    -------------------------------------------------------------------------
    Preferred Shares -
     Series 3
      Outstanding at
       beginning of period  8,390,000  $   209,750    8,390,000  $   209,750
      Issued during the
       period                       -            -            -            -
    -------------------------------------------------------------------------
      Outstanding at end
       of period(1)         8,390,000      209,750    8,390,000      209,750
    -------------------------------------------------------------------------
    Common Shares
      Outstanding at
       beginning of period 63,903,460      226,480   63,457,142      221,914
      Issued on acquisition
       (Note 15)            2,065,088       42,582            -            -
      Issued on exercise or
       exchange of options    459,956        3,359      280,971        1,306
      Issued under dividend
       reinvestment plan(2)   106,625        2,423            -            -
      Issued on exercise of
       warrants                11,468          160            -            -
      Transferred from
       contributed surplus
       on exercise or
       exchange of options          -        1,926            -        1,185
    -------------------------------------------------------------------------
      Outstanding at end
       of period           66,546,597      276,930   63,738,113      224,405
    -------------------------------------------------------------------------
    Share Capital                      $   486,680               $   434,155
    -------------------------------------------------------------------------
    (1) Holders of the Preferred Shares - Series 3 are entitled to
        receive non-cumulative quarterly fixed dividends for the initial
        five-year period ending April 30, 2014 of 7.25% per annum,
        payable quarterly, as and when declared. For further information
        on dividend rates after April 30, 2014, refer to Note 18 of the
        audited consolidated financial statements for the year ended
        October 31, 2009 (see page 85 of the 2009 Annual Report).
    (2) During the quarter, shares were issued at a 2% discount from the
        average closing price of the five trading days preceding the
        dividend payment date.
        Warrants to Purchase Common Shares
                                                  For the nine months ended
                                               ------------------------------
                                                        July 31      July 31
    Number of Warrants                                     2010         2009
    -------------------------------------------------------------------------
    Outstanding at beginning of period               14,964,356            -
    Issued                                                    -   14,964,980
    Purchased and cancelled                            (746,504)           -
    Exercised                                           (11,468)           -
    -------------------------------------------------------------------------
    Outstanding at end of period                     14,206,384   14,964,980
    -------------------------------------------------------------------------
        Normal Course Issuer Bid
        On January 18, 2010, the Bank received approval from the Toronto
        Stock Exchange to institute a Normal Course Issuer Bid (NCIB) to
        purchase and cancel up to 748,058 of its warrants. The NCIB commenced
        January 20, 2010 and will expire January 19, 2011. For the three and
        nine months ended July 31, 2010 the Bank purchased and cancelled
        673,576 and 746,504 warrants at an aggregate cost of $7,458 and
        $8,155, respectively, which was charged to retained earnings.
    9.  Stock-Based Compensation
        Stock Options
                                        For the three months ended
                             ------------------------------------------------
                                  July 31, 2010           July 31, 2009
                             ------------------------------------------------
                                          Weighted                  Weighted
                                           Average                   Average
                            Number of     Exercise    Number of     Exercise
                              Options        Price      Options        Price
    -------------------------------------------------------------------------
    Options
      Balance at beginning
       of period            4,243,621  $     19.31    4,444,255  $     18.05
      Granted                 274,095        23.43      458,500        16.89
      Exercised or
       exchanged             (478,885)       16.76     (259,300)       10.29
      Forfeited               (26,532)       24.35      (17,050)       17.65
    -------------------------------------------------------------------------
    Balance at end of
     period                 4,012,299  $     19.86    4,626,405  $     18.37
    -------------------------------------------------------------------------
                                        For the nine months ended
                             ------------------------------------------------
                                  July 31, 2010           July 31, 2009
                             ------------------------------------------------
                                          Weighted                  Weighted
                                           Average                   Average
                            Number of     Exercise    Number of     Exercise
                              Options        Price      Options        Price
    -------------------------------------------------------------------------
    Options
      Balance at beginning
       of period            4,394,605  $     18.65    5,204,882  $     20.83
      Granted                 632,386        22.67    1,465,035        13.33
      Exercised or
       exchanged             (932,185)       16.00     (725,300)       10.14
      Forfeited               (82,507)       20.70   (1,318,212)       27.00
    -------------------------------------------------------------------------
    Balance at end of
     period                 4,012,299  $     19.86    4,626,405  $     18.37
    -------------------------------------------------------------------------
        The terms of the share incentive plan allow the holders of vested
        options a cashless settlement alternative whereby the option holder
        can either (a) elect to receive shares by delivering cash to the
        Bank in the amount of the option exercise price or (b) elect to
        receive the number of shares equivalent to the excess of the market
        value of the shares under option over the exercise price. Of the
        932,185 options (2009 - 725,300) exercised or exchanged in the nine
        months ended July 31, 2010, option holders exchanged the rights to
        716,800 options (2009 - 602,300) and received 244,571 shares (2009 -
        157,971) in return under the cashless settlement alternative.
        For the nine months ended July 31, 2010, salary expense of $3,785
        (2009 - $5,659) was recognized relating to the estimated fair value
        of options. The fair value of options granted was estimated using a
        binomial option pricing model with the following variables and
        assumptions: (i) risk-free interest rate of 2.6% (2009 - 2.2%),
        (ii) expected option life of 4.0 years (2009 - 4.0 years),
        (iii) expected volatility of 44% (2009 - 38%), and (iv) expected
        dividends of 2.1% (2009 - 3.6%). The weighted average fair value of
        options granted was estimated at $7.42 (2009 - $2.94) per share.
        Further details relating to stock options outstanding and
        exercisable at July 31, 2010 follow:
                              Options Outstanding        Options Exercisable
                       ------------------------------------------------------
                                     Weighted
                                      Average
                                    Remaining  Weighted             Weighted
                                  Contractual   Average              Average
    Range of Exercise  Number of         Life  Exercise  Number of  Exercise
     Prices              Options       (years)    Price    Options     Price
    -------------------------------------------------------------------------
    $ 8.58 to $11.76     953,000          3.4  $  11.70          -  $      -
    $16.38 to $17.48     578,250          3.0     16.82    140,500     16.58
    $21.11 to $21.46     985,490          1.4     21.46    714,700     21.46
    $22.09 to $26.38   1,279,029          3.3     24.18    415,900     25.42
    $28.11 to $31.18     216,530          2.4     31.13          -         -
    -------------------------------------------------------------------------
    Total              4,012,299          2.8  $  19.86  1,271,100  $  22.21
    -------------------------------------------------------------------------
        Restricted Share Units Under the Restricted Share Unit (RSU) plan,
        certain employees are eligible to receive an award in the form of
        RSUs. Each RSU entitles the holder to receive the cash equivalent of
        the market value of the Bank's common shares at the vesting date and
        an amount equivalent to the dividends paid on the common shares
        during the vesting period. RSUs vest on each anniversary of the
        grant in equal one-third installments over a vesting period of three
        years. Salary expense is recognized evenly over the vesting period,
        except where the employee is eligible to retire prior to the vesting
        date, in which case the expense is recognized between the grant date
        and the date the employee is eligible to retire.
        For the nine months ended July 31, 2010, salary expense of $3,265
        was recognized related to RSUs (2009 - $2,159). As at July 31, 2010,
        the liability for the RSUs held under this plan was $4,971 (2009 -
        $2,159). At the end of each period, the liability and salary expense
        are adjusted to reflect changes in the market value of the Bank's
        common shares. As at July 31, 2010, 473,318 RSUs were outstanding
        (2009 - 286,929).
        Deferred Share Units
        During the year, the Bank adopted a plan to grant Deferred Share
        Units (DSUs) by linking a portion of annual director compensation to
        the future value of the Bank's common shares. Under this plan,
        directors will receive at least 50% of their annual retainer in DSUs.
        The DSUs are not redeemable until the individual is no longer a
        director and must be redeemed for cash. Common share dividend
        equivalents accrue to the directors in the form of additional units.
        As at July 31, 2010, 23,943 DSUs were outstanding (2009 - nil).
        The expense related to the DSUs is recorded in the period the award
        is earned by the director. For the nine months ended July 31, 2010,
        non-interest expense "other expenses" included $125 related to DSUs
        (2009 - nil). As at July 31, 2010, the liability for DSUs was $622
        (2009 - nil). At the end of each period, the liability and expense
        are adjusted to reflect changes in the market value of the Bank's
        common shares.
    10. Contingent Liabilities and Commitments
        Significant contingent liabilities and commitments, including
        guarantees provided to third parties, are discussed in Note 20 of
        the Bank's audited consolidated financial statements for the year
        ended October 31, 2009 (see page 88 of the 2009 Annual Report) and
        include:
                                               As at       As at       As at
                                             July 31    April 30  October 31
                                                2010        2010        2009
        ---------------------------------------------------------------------
        Guarantees and standby letters
         of credit
          Balance outstanding              $ 258,038   $ 214,144   $ 196,380
        Business credit cards
          Total approved limit                12,813      12,660      10,496
          Balance outstanding                  2,940       2,772       2,566
        ---------------------------------------------------------------------
        In the ordinary course of business, the Bank and its subsidiaries
        are party to legal proceedings. Based on current knowledge,
        management does not expect the outcome of any of these proceedings
        to have a material effect on the consolidated financial position or
        results of operations.
    11. Financial Instruments
        As a financial institution, most of the Bank's balance sheet is
        comprised of financial instruments and the majority of net income
        results from gains, losses, income and expenses related to the same.
        Financial instrument assets include cash resources, securities,
        securities purchased under resale agreements, loans and derivative
        financial instruments. Financial instrument liabilities include
        deposits, securities sold under repurchase agreements, derivative
        financial instruments and subordinated debentures.
        The use of financial instruments exposes the Bank to credit,
        liquidity and market risk. A discussion of how these and other risks
        are managed can be found in the 2009 consolidated annual financial
        statements.
        The value of financial assets recorded on the consolidated balance
        sheets at July 31, 2010 at fair value (cash, securities, securities
        purchased under resale agreements and derivatives) was determined
        using published market prices quoted in active markets for 85%
        (2009 - 86%) of the portfolio and estimated using a valuation
        technique based on observable market data for 15% (2009 - 14%) of
        the portfolio. The value of liabilities recorded on the consolidated
        balance sheet at fair value (derivatives and securities sold under
        repurchase agreements) was determined using a valuation technique
        based on observable market data. There were no financial instruments
        that were measured using unobservable market data.
        The table below sets out the fair values of financial instruments
        (including certain derivatives) using the valuation methods and
        assumptions outlined in the 2009 consolidated annual financial
        statements. The table does not include assets and liabilities that
        are not considered financial instruments.
                                                    July 31, 2010
                                      ---------------------------------------
                                                                  Fair Value
                                                                 Over (Under)
                                        Book Value    Fair Value  Book Value
        ---------------------------------------------------------------------
        Assets
          Cash resources              $    208,140  $    208,140  $        -
          Securities                     1,269,178     1,269,178           -
          Securities purchased under
           resale agreements               220,122       220,122           -
          Loans(1)                      10,087,871    10,123,480      35,609
          Other assets(2)                  118,563       118,563           -
          Derivative related                    83            83           -
        Liabilities
          Deposits(1)                   10,270,199    10,335,117      64,918
          Other liabilities(3)             290,624       290,624           -
          Securities sold under
           repurchase agreements                 -             -           -
          Subordinated debentures          315,000       318,636       3,636
          Derivative related                 1,080         1,080           -
        ---------------------------------------------------------------------
                                                  October 31, 2009
                                      ---------------------------------------
                                                                  Fair Value
                                                                 Over (Under)
                                        Book Value    Fair Value  Book Value
        ---------------------------------------------------------------------
        Assets
          Cash resources              $    297,104  $    297,104  $        -
          Securities                     1,891,409     1,891,409           -
          Securities purchased under
           resale agreements                     -             -           -
          Loans(1)                       9,320,749     9,368,074      47,325
          Other assets(2)                   97,179        97,179           -
          Derivative related                 2,334         2,334           -
        Liabilities
          Deposits(1)                    9,628,949     9,739,360     110,411
          Other liabilities(3)             265,295       265,295           -
          Securities sold under
           repurchase agreements           300,242       300,242           -
          Subordinated debentures          375,000       377,363       2,363
          Derivative related                    74            74           -
        ---------------------------------------------------------------------
        (1) Loans and deposits exclude deferred premiums and deferred
            revenue, which are not financial instruments.
        (2) Other assets exclude land, buildings and equipment, goodwill and
            other intangible assets, reinsurers' share of unpaid claims and
            adjustment expenses, future income tax asset, prepaid and
            deferred expenses, financing costs and other items that are not
            financial instruments.
        (3) Other liabilities exclude future income tax liability, deferred
            revenue, unearned insurance premiums and other items that are not
            financial instruments.
        (4) For further information on interest rates associated with
            financial assets and liabilities, including derivative
            instruments, refer to Note 12.
    12. Interest Rate Sensitivity
        The Bank's exposure to interest rate risk as a result of a difference
        or gap between the maturity or repricing behavior of interest
        sensitive assets and liabilities, including derivative financial
        instruments, is discussed in Note 28 of the audited consolidated
        financial statements for the year ended October 31, 2009 (see page 93
        of the 2009 Annual Report). The following table shows the gap
        position for selected time intervals.
        Asset Liability Gap Positions
                             Floating
                             Rate and                                  Total
                             Within 1       1 to 3     3 Months     Within 1
    ($ millions)                Month       Months    to 1 Year         Year
    -------------------------------------------------------------------------
    July 31, 2010
    Assets
    Cash resources and
     securities           $        88  $       139  $       358  $       585
    Loans                       4,946          603        1,049        6,598
    Other assets                    -            -            -            -
    Derivative financial
     instruments(1)                 1           43            2           46
    -------------------------------------------------------------------------
    Total                       5,035          785        1,409        7,229
    -------------------------------------------------------------------------
    Liabilities and Equity
    Deposits                    4,075          588        2,156        6,819
    Other liabilities               3            6           29           38
    Debentures                      -            -           70           70
    Shareholders' equity            -            -            -            -
    Derivative financial
     instruments(1)                 1           43            2           46
    -------------------------------------------------------------------------
    Total                 $     4,079  $       637  $     2,257  $     6,973
    -------------------------------------------------------------------------
    Interest Rate
     Sensitive Gap        $       956  $       148  $      (848) $       256
    -------------------------------------------------------------------------
    Cumulative Gap        $       956  $     1,104  $       256  $       256
    -------------------------------------------------------------------------
    Cumulative Gap as a
     percentage of total
     assets                      7.8%         9.0%         2.1%         2.1%
    -------------------------------------------------------------------------
    April 30, 2010
    Cumulative gap        $       962  $       978  $        25  $        25
    -------------------------------------------------------------------------
    Cumulative gap as a
     Percentage of total
     assets                      7.9%         8.0%         0.2%         0.2%
    -------------------------------------------------------------------------
    October 31, 2009
    Cumulative gap        $       486  $       275  $       208  $       208
    -------------------------------------------------------------------------
    Cumulative gap as a
     percentage of total
     assets                      4.1%         2.3%         1.8%         1.8%
    -------------------------------------------------------------------------
                                                           Non-
                            1 Year to    More than     interest
    ($ millions)              5 Years      5 Years    Sensitive        Total
    -------------------------------------------------------------------------
    July 31, 2010
    Assets
    Cash resources and
     securities           $       737  $        94  $        61  $     1,477
    Loans                       3,607          103           17       10,325
    Other assets                    -            -          308          308
    Derivative financial
     instruments(1)                50            -            -           96
    -------------------------------------------------------------------------
    Total                       4,394          197          386       12,206
    -------------------------------------------------------------------------
    Liabilities and Equity
    Deposits                    3,349          105          (16)      10,257
    Other liabilities              33            7          342          420
    Debentures                    170           75            -          315
    Shareholders' equity            -            -        1,118        1,118
    Derivative financial
     instruments(1)                50            -            -           96
    -------------------------------------------------------------------------
    Total                 $     3,602  $       187  $     1,444  $    12,206
    -------------------------------------------------------------------------
    Interest Rate
     Sensitive Gap        $       792  $        10  $    (1,058) $         -
    -------------------------------------------------------------------------
    Cumulative Gap        $     1,048  $     1,058  $         -  $         -
    -------------------------------------------------------------------------
    Cumulative Gap as a
     percentage of total
     assets                      8.6%         8.7%           -%           -%
    -------------------------------------------------------------------------
    April 30, 2010
    Cumulative gap        $     1,104  $     1,119  $         -  $         -
    -------------------------------------------------------------------------
    Cumulative gap as a
     Percentage of total
     assets                      9.0%         9.1%           -%           -%
    -------------------------------------------------------------------------
    October 31, 2009
    Cumulative gap        $     1,052  $     1,073  $         -  $         -
    -------------------------------------------------------------------------
    Cumulative gap as a
     percentage of total
     assets                      8.9%         9.0%           -%           -%
    -------------------------------------------------------------------------
    (1) Derivative financial instruments are included in this table at the
        notional amount.
    (2) Accrued interest is excluded in calculating interest sensitive assets
        and liabilities.
    (3) Potential prepayments of fixed rate loans and early redemption of
        redeemable fixed term deposits have not been estimated. Redemptions
        of fixed term deposits where depositors have this option are not
        expected to be material. The majority of fixed rate loans, mortgages
        and leases are either closed or carry prepayment penalties.
        The effective, weighted average interest rates for each class of
        financial assets and liabilities are shown below:
                             Floating
                             Rate and                                  Total
                             Within 1       1 to 3     3 Months     Within 1
    July 31, 2010               Month       Months    to 1 Year         Year
    -------------------------------------------------------------------------
    Total assets                 3.8%         2.8%         4.7%         3.9%
    Total liabilities             0.7          2.6          2.6          1.5
    -------------------------------------------------------------------------
    Interest rate
     sensitive gap               3.1%         0.2%         2.1%         2.4%
    -------------------------------------------------------------------------
    April 30, 2010
    -------------------------------------------------------------------------
    Total assets                 3.5%         2.8%         4.6%         3.6%
    Total liabilities             0.6          1.7          2.9          1.4
    -------------------------------------------------------------------------
    Interest rate
     sensitive gap               2.9%         1.1%         1.7%         2.2%
    -------------------------------------------------------------------------
    October 31, 2009
    -------------------------------------------------------------------------
    Total assets                 3.8%         2.6%         4.5%         3.8%
    Total liabilities             0.7          2.4          3.1          1.4
    -------------------------------------------------------------------------
    Interest rate
     sensitive gap               3.1%         0.2%         1.4%         2.4%
    -------------------------------------------------------------------------
                            1 Year to    More than
    July 31, 2010             5 Years      5 Years        Total
    ------------------------------------------------------------
    Total assets                 5.6%         5.5%         4.5%
    Total liabilities             3.2          5.8          2.1
    ------------------------------------------------------------
    Interest rate
     sensitive gap               2.4%       (0.3)%         2.4%
    ------------------------------------------------------------
    April 30, 2010
    ------------------------------------------------------------
    Total assets                 5.5%         4.3%         4.3%
    Total liabilities             3.2          5.8          2.0
    ------------------------------------------------------------
    Interest rate
     sensitive gap               2.3%       (1.5)%         2.3%
    ------------------------------------------------------------
    October 31, 2009
    ------------------------------------------------------------
    Total assets                 4.9%         5.8%         4.3%
    Total liabilities             3.6          5.8          2.3
    ------------------------------------------------------------
    Interest rate
     sensitive gap               1.3%           -%         2.0%
    ------------------------------------------------------------
        Based on the current interest rate gap position, it is estimated that
        a one-percentage point increase in all interest rates would increase
        net interest income by approximately 1.5% or $4,442 (October 31, 2009
        - 2.5 % or $6,574 decrease to net interest income) and decrease other
        comprehensive income $9,232 (October 31, 2009 - $21,355) net of tax,
        respectively over the following twelve months. A one-percentage point
        decrease in all interest rates would decrease net interest income by
        approximately 1.4% or $4,331 (October 31, 2009 - 3.8% or $10,241
        increase to net interest income) and increase other comprehensive
        income $9,232 (October 31, 2009 - $21,355) net of tax.
    13. Segmented Information
        The Bank operates principally in two industry segments - banking and
        trust, and insurance. These two segments differ in products and
        services but are both based within Western Canada. The banking and
        trust segment provides comprehensive banking services, trust and
        wealth management services for individuals, businesses and
        institutional clients. The insurance segment provides home and auto
        insurance to individuals in British Columbia and Alberta.
                                                  Banking and Trust
                                       --------------------------------------
                                                 Three months ended
                                       --------------------------------------
                                           July 31     April 30      July 31
                                              2010         2010         2009
    -------------------------------------------------------------------------
    Net interest income (teb)(1)       $    83,235  $    78,436  $    59,340
    Less teb adjustment                      2,548        2,448        2,018
    -------------------------------------------------------------------------
    Net interest income per financial
     statements                             80,687       75,988       57,322
    Other income(2)                         19,865       24,951       18,651
    -------------------------------------------------------------------------
    Total revenues                         100,552      100,939       75,973
    Provision for credit losses              5,806        5,487        3,369
    Non-interest expenses                   46,305       47,129       37,283
    Provision for income taxes               5,342       13,797        9,791
    Non-controlling interest in
     subsidiary                                 59           41           50
    -------------------------------------------------------------------------
    Net income                        $     43,040  $    34,485  $    25,480
    -------------------------------------------------------------------------
    Total average assets
     ($ millions)(3)                  $     11,935  $    11,688  $    11,142
    -------------------------------------------------------------------------
                                                       Insurance
                                       --------------------------------------
                                                  Three months ended
                                       --------------------------------------
                                           July 31     April 30      July 31
                                              2010         2010         2009
    -------------------------------------------------------------------------
    Net interest income (teb)(1)       $     1,785  $     1,696  $     1,594
    Less teb adjustment                        234          214          171
    -------------------------------------------------------------------------
    Net interest income per financial
     statements                              1,551        1,482        1,423
    Other income(2)                          6,160        5,889        5,953
    -------------------------------------------------------------------------
    Total revenues                           7,711        7,371        7,376
    Provision for credit losses                  -            -            -
    Non-interest expenses                    2,995        2,831        2,927
    Provision for income taxes               1,161        1,141        1,200
    Non-controlling interest in
     subsidiary                                  -            -            -
    -------------------------------------------------------------------------
    Net income                         $     3,555  $     3,399  $     3,249
    -------------------------------------------------------------------------
    Total average assets
     ($ millions)(3)                   $       216  $       210  $       200
    -------------------------------------------------------------------------
                                                        Total
                                       --------------------------------------
                                                  Three months ended
                                       --------------------------------------
                                           July 31     April 30      July 31
                                              2010         2010         2009
    -------------------------------------------------------------------------
    Net interest income (teb)(1)       $    85,020  $    80,132  $    60,934
    Less teb adjustment                      2,782        2,662        2,189
    -------------------------------------------------------------------------
    Net interest income per financial
     statements                             82,238       77,470       58,745
    Other income                            26,025       30,840       24,604
    -------------------------------------------------------------------------
    Total revenues                         108,263      108,310       83,349
    Provision for credit losses              5,806        5,487        3,369
    Non-interest expenses                   49,300       49,960       40,210
    Provision for income taxes               6,503       14,938       10,991
    Non-controlling interest in
     subsidiary                                 59           41           50
    -------------------------------------------------------------------------
    Net income                         $    46,595  $    37,884  $    28,729
    -------------------------------------------------------------------------
    Total average assets
     ($ millions)(3)                   $    12,151  $    11,898  $    11,342
    -------------------------------------------------------------------------
                   Banking and Trust       Insurance             Total
                  -----------------------------------------------------------
                   Nine months ended   Nine months ended   Nine months ended
                  -----------------------------------------------------------
                   July 31   July 31   July 31   July 31   July 31   July 31
                      2010      2009      2010      2009      2010      2009
    -------------------------------------------------------------------------
    Net interest
     income
     (teb)(1)     $234,290  $163,840  $  5,168  $  4,502  $239,458  $168,342
    Less teb
     adjustment      7,375     4,984       632       466     8,007     5,450
    -------------------------------------------------------------------------
    Net interest
     income per
     financial
     statements    226,915   158,856     4,536     4,036   231,451   162,892
    Other income    65,432    56,994    17,799    12,531    83,231    69,525
    -------------------------------------------------------------------------
    Total revenues 292,347   215,850    22,335    16,567   314,682   232,417
    Provision for
     credit losses  15,006    10,107         -         -    15,006    10,107
    Non-interest
     expenses      131,061   108,574     8,447     8,035   139,508   116,609
    Provision for
     income taxes   31,889    27,289     3,589     2,311    35,478    29,600
    Non-controlling
     interest in
     subsidiary        176       173         -         -       176       173
    -------------------------------------------------------------------------
    Net income    $114,215  $ 69,707  $ 10,299  $  6,221  $124,514  $ 75,928
    -------------------------------------------------------------------------
    Total average
     assets ($
     millions)(3) $ 11,647  $ 10,959  $    213  $    193  $ 11,860  $ 11,152
    -------------------------------------------------------------------------
    (1) Taxable Equivalent Basis (teb) - Most financial institutions analyze
        revenue on a taxable equivalent basis to permit uniform measurement
        and comparison of net interest income. Net interest income (as
        presented in the consolidated statement of income) includes tax-
        exempt income on certain securities. Since this income is not
        taxable, the rate of interest or dividends received is significantly
        lower than would apply to a loan or security of the same amount. The
        adjustment to taxable equivalent basis increases interest income and
        the provision for income taxes to what they would have been had the
        tax-exempt securities been taxed at the statutory rate. The taxable
        equivalent basis does not have a standardized meaning prescribed by
        generally accepted accounting principles and therefore may not be
        comparable to similar measures presented by other financial
        institutions.
    (2) Other income for the insurance segment is presented net of net
        claims, adjustment expenses and policy acquisition expenses and
        includes gains on sale of securities.
    (3) Assets are disclosed on an average daily balance basis as this
        measure is most relevant to a financial institution and is the
        measure reviewed by management.
    14. Capital Management
        Capital for Canadian financial institutions is managed and reported
        in accordance with a capital management framework specified by OSFI
        commonly called Basel II.
        Capital funds are managed in accordance with policies and plans that
        are regularly reviewed and approved by the Board of Directors and
        take into account forecasted capital needs and markets. The goal is
        to maintain adequate regulatory capital to be considered well
        capitalized, protect customer deposits and provide capacity for
        internally generated growth and strategic opportunities that do not
        otherwise require accessing the public capital markets, all while
        providing a satisfactory return for shareholders. Additional
        information about the Bank's capital management practices is provided
        in Note 31 to the 2009 audited financial statements beginning on page
        97 of the 2009 Annual Report.
    Capital Structure and Regulatory Ratios
                                             As at        As at        As at
                                           July 31     April 30      July 31
                                              2010         2010         2009
    -------------------------------------------------------------------------
    Capital
      Tier 1                           $ 1,159,924  $ 1,128,608  $ 1,040,777
      Total                              1,469,915    1,434,081    1,432,170
    -------------------------------------------------------------------------
    Capital ratios
      Tier 1                                11.4 %       11.4 %       11.2 %
      Total                                   14.4         14.5         15.4
    Assets to capital multiple               8.3 x        8.4 x        8.0 x
    -------------------------------------------------------------------------
        During the three and nine months ended July 31, 2010, the Bank
        complied with all internal and external capital requirements.
    15. Business Acquisition
        On February 1, 2010, the Bank acquired 100% of the outstanding
        common shares of National Leasing in exchange for $52,826 in cash,
        2,065,088 common shares of the Bank ($42,582) and contingent
        consideration for a total acquisition cost of $126,618. Both the
        Bank and the vendors have the option to trigger the payment of the
        contingent consideration no earlier than November 1, 2012. The final
        amount of contingent consideration is not yet determinable and any
        change will be recognized as an adjustment to goodwill in the period
        in which the contingency is resolved.
        National Leasing is a commercial equipment leasing company for small
        to mid-size transactions. National Leasing is headquartered in
        Winnipeg, Manitoba, and at acquisition had over 58,000 lease
        agreements with a collective book value of approximately $657,000,
        including securitized assets which comprise approximately one half of
        the portfolio.
        Details of the fair values of assets and liabilities acquired are as
        follows:
    Assets and Liabilities Acquired at Fair Value
    -------------------------------------------------------------------------
    Loans                                                          $ 341,621
    Intangible assets                                                 40,708
    Goodwill                                                          27,937
    Long-term debt                                                  (270,630)
    Future income tax liabilities                                    (10,611)
    Other items, net                                                  (2,407)
    -------------------------------------------------------------------------
    Net assets acquired                                            $ 126,618
    -------------------------------------------------------------------------
        Intangible assets include customer relationships, computer software,
        non-competition agreements, lease administration contracts and
        trademarks. The trademark, which has an estimated value of $1,610, is
        not subject to amortization. National Leasing's financial results,
        the goodwill and other intangible assets related to the acquisition
        are included in the banking and trust segment. The total amount of
        goodwill and intangible assets are not deductible for income tax
        purposes. The long- term debt was repaid immediately after the
        acquisition.
    16. Future Accounting Changes
        International Financial Reporting Standards
        The CICA will transition Canadian GAAP for publicly accountable
        entities to International Financial Reporting Standards (IFRS). The
        Bank's consolidated financial statements will be prepared in
        accordance with IFRS for the fiscal year commencing November 1, 2011
        and will include comparative information for the prior year.
        The Bank has a four stage project underway to identify and evaluate
        the impact of the transition to IFRS on the consolidated financial
        statements and develop a plan to complete the transition. The project
        plan includes the following phases - diagnostic, design and planning,
        solution development, and implementation. The diagnostic, and design
        and planning phases are complete, and the solution development phase
        is expected to be substantially complete by the end of fiscal 2010.
        The impact of the transition to IFRS on the Bank's consolidated
        financial statements for current standards is not yet determinable.
        CWB continues to monitor the International Accounting Standards
        Board's proposed changes to standards during Canada's transition to
        IFRS. These proposed changes may have a significant impact on the
        Bank's implementation plan and future financial statements.
    -------------------------------------------------------------------------
    Shareholder Information
    -------------------------------------------------------------------------
    Head Office                       Transfer Agent and Registrar
    Canadian Western Bank & Trust     Valiant Trust Company
    Suite 3000, Canadian Western      Suite 310, 606 - 4th Street S.W.
     Bank Place                       Calgary, AB  T2P 1T1
    10303 Jasper Avenue               Telephone: (403) 233-2801
    Edmonton, AB  T5J 3X6             Fax: (403) 233-2857
    Telephone: (780) 423-8888         Website: www.valianttrust.com
    Fax: (780) 423-8897               E-mail: [email protected]
    Website: www.cwbankgroup.com
                                      Eligible Dividends Designation
    Subsidiary Offices
                                      CWB designates all dividends for both
    Canadian Western Trust Company    common and preferred shares paid to
    Suite 600, 750 Cambie Street      Canadian residents as "eligible
    Vancouver, BC  V6B 0A2            dividends", as defined in the Income
    Toll-free: 1-800-663-1124         Tax Act (Canada), unless otherwise
    Fax: (604) 669-6069               noted.
    Website: www.cwt.ca
                                      Dividend Reinvestment Plan
    Canadian Direct Insurance
     Incorporated                     CWB's dividend reinvestment plan
    Suite 600, 750 Cambie Street      allows common and preferred
    Vancouver, BC  V6B 0A2            shareholders to purchase
    Telephone: (604) 699-3678         additional common shares by
    Fax: (604) 699-3851               reinvesting their cash dividend
    Website: www.canadiandirect.com   without incurring brokerage and
                                      commission fees. For information
    Valiant Trust Company             about participation in the plan,
    Suite 310, 606 - 4th Street S.W.  please contact the Transfer Agent
    Calgary, AB  T2P 1T1              and Registrar or visit
    Toll-free: 1-866-313-1872         www.cwbankgroup.com.
    Fax: (403) 233-2857
    Website: www.valianttrust.com     Investor Relations
    Adroit Investment Management Ltd. For further financial information
    Suite 1250,                       contact:
    Canadian Western Bank Place       Kirby Hill, CFA
    10303 Jasper Avenue               Director, Investor & Public
    Edmonton, AB  T5J 3N6              Relations
    Telephone: (780) 429-3500         Canadian Western Bank
    Fax: (780) 429-9680               Telephone: (780) 441-3770
    Website:                          Toll-free: 1-800-836-1886
    www.adroitinvestments.ca          Fax: (780) 969-8326
                                      E-mail:
    National Leasing Group Inc.       [email protected]
    1525 Buffalo Place
    Winnipeg, MB  R3T 1L9             Online Investor Information
    Toll-free: 1-800-665-1326
    Toll-free fax: 1-866-408-0729     Additional investor information
    Website: www.nationalleasing.com  including supplemental financial
                                      information and corporate
    Stock Exchange Listings           presentations are available on
                                      CWB's website at www.cwbankgroup.com.
    The Toronto Stock Exchange
    Common Shares: CWB                Quarterly Conference Call and Webcast
    Series 3 Preferred Shares:
     CWB.PR.A                         CWB's quarterly conference call and
    Common Share Purchase Warrants:   live audio webcast will take place
     CWB.WT                           on September 2, 2010 at 8:00 a.m. ET.
                                      The webcast will be archived on the
                                      Bank's website at www.cwbankgroup.com
                                      for sixty days. A replay of the
                                      conference call will be available
                                      until September 16, 2010 by dialing
                                      (416) 849-0833 or toll free
                                      (800) 642-1687 and entering
                                      passcode 89346886.
    
For further information: Larry M. Pollock, President and Chief Executive Officer, Canadian Western Bank, Phone: (780) 423-8888; Kirby Hill, CFA, Director, Investor and Public Relations, Canadian Western Bank, Phone: (780) 441-3770, E-mail: [email protected]
											
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